


A New Universe

by Bennaiah



Category: Marvel Cinematic Universe, Spider-Man (Tom Holland Movies), Spider-Man (Video Game 2018), The Avengers (Marvel Movies)
Genre: Alternate Universe - Canon Divergence, Avengers/Defenders Crossover, BAMF Michelle Jones, BAMF Peter Parker, Book Nerd Michelle, Enhanced Senses, F/F, F/M, Fix-It, Friends to Lovers, IronDad and SpiderSon, MCU/Netflix Series Crossover, Music Nerd Peter, Original Female Character(s) - Freeform, Parent Tony Stark, Partners in Crime, Peter Parker is a Little Shit, Sassy MJ, Sassy Peter, Sensory Overload, Slow Burn, Tech Nerd Ned, Tony Stark Has A Heart, mcu crossover
Language: English
Status: In-Progress
Published: 2019-09-21
Updated: 2019-10-28
Packaged: 2020-10-25 00:03:02
Rating: Explicit
Warnings: Graphic Depictions Of Violence, Major Character Death, Underage
Chapters: 4
Words: 39,674
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/20714750
Author URL: https://archiveofourown.org/users/Bennaiah/pseuds/Bennaiah
Summary: Peter Parker has lived most of his life as a victim of shitty circumstances until he gets bit by a genetically modified spider on a field trip and decides to become the one and only Spider-Man. He spends his nights stopping muggers and chasing bicycle thieves trying to find a balance between vigilantism, high school, friendships, and keeping his identity a secret.Enter Tony Stark, reeling from the early events of Civil War. Tony Stark needs the help of our favorite wall crawler to apprehend the renegade Avengers. He ambushes the webhead, waiting for him in his apartment whilst braving some of his aunt's experimental baking. In return for Peter's assistance, Tony promises to help maintain Peter's secret identity while training to be an Avenger. A dream come true for our beloved small time Queens vigilante. Peter has been dreaming of bigger things as a superhero for a long time now. Will this be the opportunity he's been waiting for? Or will the pressure of fighting full time superheroes be too much for him?





	1. Prologue: Peter I

**Author's Note:**

> All right so... This is my first Ao3 fic and I've chosen a massive undertaking. Typically when I release my writing on a new platform I like to start small. But with the help of my wonderful beta reader [tempetepapillon](https://archiveofourown.org/users/tempetepapillon/works) and some serious personal motivation I have great hopes for this fic.  
The goal is to re-write the MCU from Civil War and on from a Peter centric point of view as well as create an Avengers/ Defenders crossover. The story will run parallel to the canon but I'm changing a lot so that our beloved wall crawler can have a more critical role in the overall story. POV changes will be happening in later chapters, but will still be following Peter's narrative.  
With that in mind, please come join me in seeing what the Marvel universe would look like with Queen's favorite vigilante at the forefront of the fight!! Characters will be added as they are introduced and additional tags will be added as they become relevant. First Chapter is a fairly long intro. ( over 9,000 words!! big yikes) But there was a lot I wanted to establish. Peter's timeline has changed so that he can be a bit older when shit really starts to hit the fan and he also he's had his powers for a bit longer than in the canon. From what I can tell in the movies Peter is a second semester freshman in Civil War and a first semester sophomore in Homecoming, but for the purpose of this story I'm making him a year older.  
I'm also going to accelerate the Peter/MJ relationship quite a bit. I'd still consider this fic a slow burn but definitely not as slow as 5 movies and 2 years of content before their first kiss. I'm really excited to share this work with you guys and I'd love it if you guys would leave some kudos and recs in the comment's section and let me know what you think or what you would possibly like to see in the future for this fic. Updates will be coming once every two weeks or so, for now and I plan on having chapter 1 up by Thursday next week. All right, and away we go...

**Summary for the Chapter:**

> A glimpse into Peter's life before meeting the Earth's best defender.

**Notes for the Chapter:**

> Update: This chapter has been heavily edited after [tempetepapillon](https://archiveofourown.org/users/tempetepapillon/works) hopped on to help me edit chapters. Definitely worth a re-read if you've already been through this chapter.

May 4th, 2016:

**Peter**

You would think, after two and a half years, Peter Parker would be accustomed to his days begin with sharp, high pitched ringing in his ears and headaches that he is fairly certain are unrivaled by any other being in the seemingly expanding universe. After having witnessed the 'Battle for New York' nearly 4 years ago it had become clear to most people, Peter included, that the biological universe was much larger than they had believed.

Furthermore, that there were a host of complex sentient beings undiscovered by mankind. And of course, Peter doesn't have the first clue as to what these beings’ pain tolerance would be like, but he has very nearly been crushed between a bus and a moving SUV. So he has the confidence to say he's experienced an excessive amount of physical pain and that the pain he feels when he gets wounded protecting Queens’ innocents pales in comparison to the torture of starting his days since he had been bitten.

The venom in his veins that has been there since his eighth grade field trip to Oscorp and a chance encounter with a genetically modified spider has given him what most people would consider to be gifts. It's usually what people like Peter are referred to as; enhanced, gifted, or powered. But every rose bush has it’s thorns and Peter’s abilities came with consequences. Not everyone could be Thor after all and Peter was not even a fully grown man yet, so he is constantly having to adjust. And he begins every single day adjusting anew. 

For the most part, Peter thinks he's learned to control his senses in the years since he was bitten. Online research into the fine art of relaxation and rehearsed breathing exercises with May had aided him in tuning out most of the belligerent amount of input his heightened senses usually bombarded him with. Not that May actually knew she was helping her adopted nephew adapt to his newly enhanced physiology.

When an intelligent woman such as May Parker sees her adoptive child struggle the way Peter does with his senses, she surmises it is a panic attack before the possibility of said nephew having enhanced DNA and spider powers occurs to her. After all, Peter was only 15 years old and already had a laundry list of trauma to deal with in his lifetime, so a panic attack here and there seemed normal and while Peter hated the idea of his aunt having to constantly worry about him; he knew the alternative of her knowing that he was a super powered idealist who fought criminals in red and blue gym clothes would be far more hard on her.

In fact Peter was certain that if his aunt found out about his self assigned extracurricular activities as a web-slinging vigilante she would forbid him from continuing them after promptly grounding his ass for the next decade; conveniently ending right around the time Peter would hope to be getting his bachelor’s degree.

He's learned to plan ahead though. He made a point of setting his alarm 10-15 minutes early to give him some time to breath and get his ears operating on the least audibly offensive frequency as possible. And with that done he could finally start his day among the other sentient beings. Peter’s life in Queens was far from perfect, and since he lost Ben nearly a year ago he had been struggling to care for himself when his mind constantly wandered to the people he had lost along the way to. But if his uncle taught him anything, it was to be unrelenting in his endeavor to make the most of his time in this world; universe now. So for now, Peter would wake up and take his days one at a time; one task at a time if he had to. And that's how he made the most of his life here in Queens.

\-------------------------------------------------------------------------------------------------------------------------

For some reason, the spring air that filled Peter’s room always felt more soothing than any other time of year. On a typical day, Peter would wake up tense and have to spend the first few minutes of his day adjusting to the frantic sounds and the New York climate, but in the 28 months since the bite, 6 of those months had been fractionally easier on him and it was no coincidence to him now that for the third spring in a row Peter had been woken by his alarm only marginally irritated by the sudden intrusion of longitudinal waves in his ears. 

_Maybe the heat in the air compliments my body’s altered genetics better _It would make sense in accordance with his altered DNA, but then his headaches and attacks increase in frequency and intensity when summer comes around, so at the very least temperature was one of man factors. 

Feeling optimistic about his first week of review before finals, and as fresh as he could expect given his condition; Peter slipped into the shower like he did every morning. His morning routine was important to him. Turns out being a genetically altered superhuman comes with a lot of secrecy, so Peter enjoys his normalcy where he can get it. 

The feeling of warm water and shampoo/conditioner in his hair. The minty fresh after taste in his mouth after brushing his teeth. Next came his outfit and hair. The main criteria were that his clothes were clean and baggy enough to hide the inexplicably well sculpted muscles that now adorned his body. It would be oddly suspicious to anyone at school how a 14 year old science nerd and band geek suddenly acquired the physique of an Olympic gymnast, so he kept his wardrobe simple, and always one size too big. Slim straight jeans, sneakers, a graphic tee, and hoodie were his typical ensemble. But what Peter really took pride in was his hair. He spent at least a few minutes every morning running his medium hold pomade through his curls and combing them back over his head into a tamed, slick pattern. To Peter, it felt like the one part of himself that he didn’t have to hide from other people; the one thing about him that was still normal.

Once ready, he grabbed his school bag that he packed the night before on the way out of his room. He walked out of his room and made his way to the partition that separated their living room from the kitchen, finding his aunt sipping coffee from a hand decorated mug by their sink.

"Morning May"

He leaned over to set down his bag and took a seat in one of the two stools that he usually ate his breakfast at. While her adventurous palette often led to many nights cleaning up botched dinner recipes and apologizing to neighbors for setting off the smoke alarm, they always kept breakfast consistent. He and May kept it simple; french toast, eggs and bacon, maybe an omelette if she was feeling creative. And on occasion when Peter was up late and she forgot to check and make sure he was up she would settle for letting him have some cereal and a bit of fruit.

That didn’t happen often though; Peter had become independent in his teenage years in addition to May rarely feeling the need to coddle him. She respected his privacy and Peter thought that maybe she felt like it would be a violation of their trust to treat him like a little kid after everything they've been through together.

“Morning sweetie” she said with a flutter of sing song voice. “Did you sleep well?”

She always asked. Every morning. And not in the casual ‘just asking cause it’s what you ask a person who just woke up’ way. May trusted Peter to tell her if he was struggling with something and her occupation as a single parent and a key administrator for the F.E.A.S.T shelter in Queens left her with no time to observe her nephew’s every move.

For the most part Peter told her when he had trouble but there were things he just couldn’t share with her. His uncle had taught him what the importance of responsibility is and right now, to Peter, that meant protecting his aunt from having to worry for his life that he willingly put at risk almost every other day now. He settled into his seat and May nudged a plate of scrambled eggs and two slices of bacon toward him along with a glass of orange juice. He picked up his fork and started fumbling with his eggs.

“Thanks, and yeah, actually, I got a solid seven hours after going through some trig flashcards last night. Feelin’ pretty good.” With an answer like that, May could go to work with her mind at ease today.

“Well that’s good then. You’re feeling confident about your test tomorrow??”

Peter nodded but considered his answer. “Maybe one more day of review and then yeah, I’ll be feeling good about it. Maybe Ned and I can study for a bit today after school”

A nod back from May. “Okay, well I’ll hopefully be home around 5:30 tonight if Mr. Li doesn’t need any extra time from me. Just shoot me a text if you think you will be home later than that.”

Peter already knew he was as ready for his test as he was going to be, but he needed to have excuses prepared if he wanted to continue his patrols. If he wasn’t careful his Aunt or somebody at school would figure out he was lying about where he was spending his afternoons and evenings and that could lead to his secret life being discovered. He could end up in prison and/or worse he would probably never be able to operate as spider man again.

“Will do, we still gonna cook tonight?”

“Yeah, if Mr. Li keeps me a little late just start without me. In fact, I should head out if I don’t want to be late. Just pick something out of the freezer to defrost before you head out for school.”

“Okay, maybe chicken, potatoes, and some salad?” If Peter was going to be home alone and cooking on his own, he should stick to the basics. He had picked up on plenty of May’s knowledge in the kitchen but he still did have anywhere near her culinary prowess.

“Sure, sounds great honey” she responded with maybe only a hint of disappointment hidden in her otherwise loving tone she always used with Peter. At that she grabbed her keys off the counter and turned on her heel toward the door, reaching for her bag on the small table just left of the front door. “Allright, I’m headed out. Have a good day at school” she called over her shoulder and she wiggled their front door open and made her way over the threshold.

Peter waved good bye and tried to finish chewing on his eggs to reply to May, but before she closed the door she swung back slightly before he could gets clear words out.

“And Peter!”

“Yeah, May?”

“I love you, have some fun today buddy” and with that May shut the door.

If only she knew what fun Peter found on the particularly quiet nights when he is out as spider-man practically flying through the streets of New York. He never felt so free.

\-------------------------------------------------------------------------------------------------------------------------

Even if May had the time to drive him to school everyday Peter would still prefer to take the subway. He loved to sit and drown out the cluttered noises of the train and its passengers with his music and watch the sun come up over the East River. He made himself as comfortable as he could in the crowded subway, checking to make sure there wasn't anybody who needed the seat more than he did, and looked down at his phone and scrolled through his list of playlists.

When it came to music, Peter Parker’s taste depended entirely on his frame of mind. Which meant instead of simply going into his songs list and hitting the shuffle icon; he meticulously organized his music into playlists that are headed by a mood. Sad playlists chalk full of classics; Patsy Cline, Billie Holiday, Bob Dylan. Hyped up playlists stacked with older hip-hop and rap like Tupac, Mac Dre, a couple newer artists like The Weeknd and Kid Cudi. He even had a romantic playlist (that may or may not have reminded him of a certain curly haired brunette in his year; but we’ll get to that) which was littered with just a clusterfuck of different genres. Some indie rock like Arctic Monkeys and The Breeders, some R&B, soul, and jazz like Marvin Gaye, the Cornelius Brothers, Louis Armstrong, a couple Nat “King” Cole songs.

But on this particular spring morning he landed his thumb on a playlist headed “Rockin'.” He scrolled a bit with his index finger and found his song of choice. One more pab of the thumb later and the familiar opening riff of “Ziggy Stardust” filled his ears. He leaned his head back in between the window to his left and the headrest above his seat and watched the sun bathe his home in warm orange tones that made the weight in his chest lift and his mind clear. 

_Electromagnetic radiation!! _Peter snapped out of his reverie. He’d decided that temperature could not be the only factor to the status of his sleep induced headaches. _'o maybe visual input of certain wavelengths of visible light could help relieve me' _That and he already knew auditory input was a factor too, given his “super hearing” as he called it. But a practical way of reducing sound input in his sleep aside from ear plugs was a problem for another time.

For the moment, he settled back into his seat and continued admiring his home. Of course the apartment that he shared with May was his literal home and most New Yorker's share a certain solidarity in the concept of New York being their home; but Queens was Peter’s real home. It was his borough. His to protect, his to defend. _Ma__ybe even to avenge one day _he thought to himself as he made out the silhouette of Avengers Tower across the river in Manhattan, and his daydreams turned more ambitious. _Keep dreaming, Parker_

Midtown Tech was only a few minutes walking distance from the train stop and no matter how early Peter tried to be, his best friend was always waiting for him. _Maybe__ Ned's acquired his own special sense of precognition somewhere along the line _he thought because he was there at the base of those steps that lead up to the main entrance, waiting for Peter like he knew exactly when he would be arriving.

“Dude, getting to school just 2 minutes before first bell is pretty dicey, especially by ‘Parker Luck’ standards” his friend teased with air quotes around 'Parker Luck' as he approached from the sidewalk. _P__arker Luck? _Peter considered, _I'__m gonna have to remember that one_

“Well, I guess you’ll just have to forgive me for choosing a decent breakfast over an early morning chat with you buddy” Peter teased. “How’s it feel to not be below par with scrambled eggs?” Ned feigned a gasp and turned his head away from Peter in mock anger. Peter felt like he should clarify that he was only joking but before he could put his apology in the air his best friend turned his head back and gave Peter a glare

“Did you have bacon too?” he asked as if that factor would diminish the extent of Ned’s shame at being held to less desirability than just meager eggs. _Yeah, Ned is definitely better off in AcaDeca then he would be in the drama club_

“As a matter of fact, I did, and some juice too” he replied with whatever remaining guilt he felt being masked over by a small amount of surprise and a brief but genuine giggle interrupting his speech.

“Okay” with a tone that indicated he had been placated by this new information. “Then I guess your comparison is acceptable, breakfast food is an amazing thing.” Ned said as he and Peter reached the top of the stairs and opened the door which he held ajar for Peter to follow him inside. Peter nodded in agreement but the soft, loving sap in him tugged at the neurons in his brain to say something kind to his friend,

“You’re an amazing thing.” That and a playful tap of his elbow to Ned’s shoulder elicited a smile from Ned.

“Thanks bro, you can make up for your cruel words at lunch by listening to all my hot takes on ‘Rogue One: A Star Wars Story’” Peter’s eyes went wide and he cracked a large smile. “About damn time dude!! It’s only been out for like four and a half months.” Peter paused in front of his locker while Ned leaned on the one adjacent

“Peter, you know my parents are crazy strict about my screen time during the school year.” Ned crossed his arms and gave Peter a serious face “This particular young padawan had to be patient and wait for some free time over spring break to get caught up.” At that Ned gave Peter a crooked smirk and continued, “plus it’s May the Fourth Peter! Star Wars was gonna have to dominate the lunchtime discussion regardless of you sassing me on the steps just now.”

Peter knew he couldn’t argue that. Of all the major holidays that came and went in the last 4 and a half years since Peter met Ned in middle school; May the Fourth was special to them. Peter didn't have anyone else in his life that he could discuss the Star Wars universe with at such lengths. May was a fan but she had only seen the movies and she HATED the prequels with a passion.

Even here at school Peter could visualize his aunt fuming at the mention of ‘Attack of the Clones’. Something about them not being up to the standard of writing that the original trilogy had. Peter didn’t care though, May was entitled to her opinion and he just couldn’t help but love the entire Star Wars franchise. He leaned on the locker next to his open one to square off against his friend.

“You got me there Ned but fair warning, I loved what they did with the story in this one so I might be inclined to further ‘sass’ you on your ‘Hot Takes,' He imitated Ned's air quotes from earlier and Ned rolled his eyes at Peter. Clearly exasperated with him, but his attention was quickly diverted and Peter saw Ned lean over look past his shoulder when a familiar raspy yet warm voice filled his ear.

“Are you losers really gonna keep me from first period by arguing about Star Wars??” Peter practically jumped off the locker door and twisted his whole body on his heels as the long brown curls that had been neatly folded into a chignon du cou and the sharp facial features of Michelle Jones filled his vision. Trying to avoid looking more like a ‘loser’ while getting lost in her hazel eyes Peter elected to respond by pointing his index finger over his left shoulder at Ned who was still presumably behind him and shook his head,

“First of all we were hardly arguing, I was just lightly teasing Ned.” The wording was unfortunate and neither Michelle nor Ned failed to notice. Michelle snorted and let out a low chuckle while bringing her hands up to cover her mouth, Ned just raised his arms to his sides in exasperation and rolled his neck back in reaction to Peter missing the obvious double entendre. Not that Peter could see how Ned reacted but his senses picked up on the vibrations and change in air density behind him and figured Ned did something of the sort, but he was determined to continue with his more considerate point, “And secondly, how are we keeping you from class??” Michelle let her hands fall back to her sides, her right returning to its resting place on top her messenger bag while her left rested on her hip over her black skinny jeans. She looked at him like she was about to crush Peter's argument between her teeth. _Hmm...g__etting crushed by my crush... Appropriate_

“Well to your first point, I’m sure after this many years of knowing each other you and Ned are capable of much more than just a little 'light teasing'.” She smirked, feeling satisfied with how Peter flushed, took a step back, and narrowed his eyes looking to Ned for reassurance; who rolled his eyes back at Peter, but tried to save him the embarrassment anyway.

“You’re just jealous ‘cause you don’t have a friendship as awesome as Peter’s and mine” Michelle shrugged Ned’s comment off like water on steel.

“Well I don’t really have any friends, so I wouldn’t know what I’m missing. And to your second point Parker, this-" She presses her hand firm on the locker Peter had been leaning on when she approached, "is my new locker. I need you to finish up in yours so I can get to it.”

Peter looked back at her predictably confused, she hadn’t been using this locker all year so he had no reason to expect her to need to get into it on their first day back from spring break. He turned back to look where he remembered Michelle's locker used to be. He pointed to it before turning back to Michelle.

“But, I thought yours was down there on the other side. How did you get a new locker? I thought the school didn’t allow it." Her eyes popped open wider for a moment before she willed her cool resolve to manifest back on her face. Peter realized his mistake and flushed bright red. But thankfully Michelle seemed amused instead of disturbed. He tone was cool 

“And how would you know where my locker was Peter? Have you been.. watching me??” Peter froze in place. He was already embarrassed, but now he was actually afraid. Michelle was notorious at Midtown for many things but out of all of them; two were close to putting Peter in a place of pure contempt in Jones' eyes. One; being a creepy dude. Two; not respecting her privacy. 

“No! Um.. I just notice you coming from that direction most mornings since we have first period together. I swear Michelle, I wouldn’t do something like that.... You have my word.” Well he had stuttered a bit in the beginning but Peter liked to think Michelle he wasn't just some creep. And who would Michelle be for judging Peter about watching her a bit when that was what she spent a lot of her time being overly observant as well. People watching in general that is, not just watching Peter. In fact in his two years at Midtown, Peter thinks that he (and Ned for that matter) are the only ones who don’t actually irritate her on a daily basis even if she still pretends to be irritated at their generally nerdy conversation topics.

She only has classes with Peter, but she usually sits near them at lunch and has decathlon with both of them. For the most part she seems to enjoy working with them, especially Peter though. Peter pretended not to notice but he had caught her a few times now, unconsciously sneaking glances at him in class or at AcaDeca meetings. He assumes it's just 'cause she's naturally curious, kind of like him. Thankfully She put his mind at ease before he had a full panic attack in the hallway.

“Relax Parker, Betty and I switched lockers before spring break so we could both be closer to our first classes of the day and our post lunch classes. I was just... ‘teasing’" More air quotes, and she didn’t have time to continue after being promptly interrupted by first bell. Peter grabbed one last book out of his locker and closed the door to get out of her way. Michelle leaned in to work through her combination and Peter decided to push his 'Parker Luck' after Michelle thankfully decided not to scratch his eyes out after admitting he watches her come to first period sometimes. 

“Okay well, if I’m the reason you’re gonna be late then I’ll walk with you to class. It’s only fair if I’m late too.” Before she could respond Ned walked up to Peter’s side and tapped his shoulder.

“Okay, well I appreciate you taking the initiative today and being the more awkward one of us for this interaction. I’ve gotta get to history class at the other end of campus so I’ve gotta go now if I wanna make second bell. I'll see you at lunch Peter” Ned extended his hand and they shared a very elaborate handshake with Peter. After finishing Ned turned and waved at the girl still spinning up her lock. "Later Michelle. You should sit with us at lunch sometime."  
She yanked her lock down with more force than was necessary before turning to look at Ned, and then to Peter. "Later Leeds, and yeah.. maybe I will."  
Peter turned to catch his friend before he walked away. "Later Ned!" And then back to Michelle while tossing his backpack over his shoulder.

“So, you ready to be late to trigonometry and get the ‘glare of death’ from Mr. Faulkner?”

“Relax loser, I only need a couple things and you really don’t need to wait for me” she said as she stuffed textbooks into her locker.

“You’re right I don’t need to but it’s the least I could do to not let you suffer Faulkner’s crotchety attitude alone” She started grabbing the binders she needed for her first four classes before lunch and made a point of holding them in front of her face so Peter wouldn’t see her smirk, but he caught the faintest glimpse of a smile on the corner of her mouth.

She closed her locker, spun up the dial, and then reset it to zero before turning to Peter who had spun towards the door to their shared trig class and started walking. “Well luckily one of us makes efficient stops at **her** locker so we won’t have to deal with much” She took a few longer than average strides to catch up to him and then matched his pace as they walked down the hall. Peter reached for the door and held it open for her and Michelle eyed him with a suspicious glare.

“Umm... after you?” he tried and failed to say in a casual tone because it came out more like a question. He was unsure if she would take this as a slight to her independence. But, she let the tense corners of her mouth ease into a smile and elbowed him as she passed him into the classroom. He followed but just as she was crossing the threshold the second bell rang. Michelle turned her head over shoulder to look at Peter.

“See, just in time. You owe me one Parker.” But before Peter could respond or react they were greeted by a gruff older man; jaded b his time as a tenured high school professor. 

“Actually Miss Jones, Mr. Parker; the first bell indicates that you should be getting to the room and in your seats so you can be ready for the class to begin by second bell. You’re both being marked as tardy. Two more of these and you’ll end up in detention, understood?” Michelle thankfully had her back turned to her teacher because she looked to Peter and rolled her eyes in dramatic fashion. An apologetic look took over his face and he was sure his skin was beet red, but he tried to cover for them both.

“Sorry Mr. Faulkner, it was my fault. My locker was stuc and Michelle helped me get it open. It won’t happen.” Michelle resolved to just give her teacher a nod in agreement with Peter's assessment and settled into her seat. Peter did the same in the seat behind Michelle settling into his daily view in trig of Michelle’s typically messy hair falling onto the nape of her neck.

_Oh Gods how in the hell am I going to focus?? _

“All right class, as you should already know, tomorrow we have one last test for the year before we start reviewing for finals” Peter drowned out the sound of Faulkner’s voice recalling his study session last night and how he had actually felt decently prepared already. That and his trig teacher's voice sounded like the screech of a starving vulture to Peter's sensitive ears. He didn’t often slack off but he’d much rather spend this class daydreaming about Michelle asking Betty to switch lockers so she could be closer to him than going over cotangent rules he already knew.  


\-------------------------------------------------------------------------------------------------------------------------

From then on, Peter made an extra effort to interact with Michelle, instinctively chasing the high he felt under her inscrutable gaze as he tried to construct any quip or comment that would make her laugh or smile. He only had two of his six classes with her, but he also saw her at lunch and at AcaDeca after school.

Most people saw Michelle as distant and cold, but it didn’t bother Peter. In fact he got kind of a warm feeling in his gut when he talked to Michelle, or even listening when Michelle talked. Her clever and witty sense of humor often had him giggling under his breath, especially when directed at Flash Thompson whenever his bombastic ‘above it all’ attitude disrupted their decathlon practice. Which he would try to hide behind his hands that he usually kept folded in front of his face with his elbows propped up on the table.

He couldn't pretend that those comments were solely for his benefit though. Despite Flash being a bit of a bully to him, Peter knew that Michelle had plenty of her own reasons and ideologies to cause her disdain for Flash. That and he knew she looked up to their team captain, Liz Allen, who sometimes struggled with keeping their practices organized when Flash so often felt the need to interrupt with what he must consider to be clever commentary. 

He couldn't really explain why he liked that about her so much. Maybe it made him happy that he cared about someone who was compassionate and considerate. Maybe in the future he shouldn’t try to hide away his giggles. If he liked Michelle, or at least he thought he liked her, shouldn’t he let her see that he thought she was funny, and clever, and smart. _So so fucking smart it's almost intimidating_

He pondered on it as he headed home. Peter was top of his class at Midtown but Michelle had something he was very envious of. She was confident and sure of herself, and more than all that she didn't let societal standards or peer pressure govern any of what she says and does. Not that Peter was a mindless lemming by any standard, but he just wished he felt more comfortable being stern and assertive like she was. Then maybe Michelle would pay more attention to him.

He didn’t have much time to dwell on it though, he was almost back to his apartment and it was already 3:45 in the afternoon, which gave him two hours at best to patrol in the evening before May would be getting home.

He rushed up his stairs and into the apartment as quickly as he could, settling all the questions that have been flowing through his head into the back of his sub-conscious, hoping the answers would reveal themselves in time. He opened the door to his bedroom and moved to stand in the center where he looked up to the ceiling, a small prop-up door to the attic now consuming his focus.

The jump hardly took Peter any effort as he opened the door and let it lean against the stud behind it. As he fell back to the floor, a small bundle tied to a short length of rope followed him and dangled in front of his face as he landed. He eyed it fondly before undoing the clip that attached the bundle to the rope, set it on his bed and frantically started to change.

His homemade suit wasn’t something he was particularly proud of. It was just an assortment of blue and red gym clothes, a ski mask with some improved swimming goggles on the front, gloves, and a hoodie with a spider spray painted on the front. Maybe it wasn’t the fancy armor that the super heroes Peter idolized wore, but it served the important function of protecting something Peter valued more than most super powered people cared for; his identity.

Maybe when Peter first started fighting crime, and nobody knew who the Spider-Man was it bothered him less. But after a few viral videos of him performing incredible stunts got uploaded on the internet and he built up his reputation a bit, it became clear to Peter that he would have to protect his identity with his life.

He would risk severe injury or even death before he let some member of an organized crime family find out who he was and put May or Ned or Michelle or frankly anyone he knew at risk. He reminded himself of that every time he put on the mask. As he slipped the fabric over his hair and then the back of his neck, he remembered the responsibility he carried with him always. “If you can help in any way, then it is your moral imperative to do so,” the words rang in the back of his head.

_Gods, I miss you Ben. I wish you were here with me. I could use some help figuring out how to do this _Peter pushed his longing into the back of his thought process. It was just Peter for now, and right now, there might be someone out there who needs him. Peter slid up the window to his bedroom which opened up to an alley down below but instead he opted to go up.

He crawled up to the roof and perched himself on a ledge still out of view from the street. It wouldn’t take anyone long to figure out who the 'Spider-man from Youtube' was if he was seen resting on the edge of the same building at the start of each of his patrols. After deciding to head north and use the train system to make up for a limited amount of time to patrol, he took a running leap off the ledge and started swinging through Queens. He’d never felt so alive after he designed his web shooters in his school's engineering lab. The feeling of practically flying around the city as onlooker took snapshots of you on their phones was unreal to him. For better or worse this was something he chose. He landed on the northbound subway and crouched down focusing his goggles and letting some more input into his ears. _'Now, Time to stop some bad guys'_

\------------------------------------------------------------------------------------------------------------------------

“Crap, crap crap crap!!” Peter exclaimed as he rushed back to the apartment. Patrol had been quiet for the most part until on his way back home he came across a 'stop ’n’ shop' getting held up at gunpoint by two guys in Halloween masks. Peter knew he only had about 20 minutes before May would most likely be getting home from work and that getting caught climbing through one of their windows in his suit would mean he couldn’t do this anymore. But he barely hesitated once he saw the robbery taking place. _You could help.. you could stop it. So you have to_

He made short work of webbing the two men to the freezer doors that lined the side of the store and put their guns in a bundle of webs on the ground. In truth they probably didn’t even have time to process what was happening to them before it had been done. But between that, returning the shopping bag of money that fell to the ground, and accepting a brief thank you from the shop owner; Peter had eaten up 12 minutes of his time.

He would have to leave now and hurry home if he was going to beat May. He waved and gave the shopkeeper a quick farewell before taking off running out of the store nearly knocking over a stand of phone chargers on his way out. As soon as he cleared the awning that was outside the door he leapt in the air and started swinging. He had looked into basic pendulum physics to learn how to cover the most distance from swing to swing. So he knew in order to obtain the most lateral movement he should lean his legs forward once he passed the halfway point of his swing and release his web just over halfway through that second half. He had practiced the motion many times, and for the most part he could feel the results in each swing. Hopefully now this information will come into use. 

_Oh boy, if May catches me in this stupid get up I will be so screwed _he thought as he frantically zipped from building to building. After about 7 minutes or so of swinging, or so his internal clock told him, he could see his apartment just a couple blocks down. As he approached his roof he felt relief flood through his whole body and relaxed for about half a second before he flew over the alleyway and in the corner of his eye saw May’s car parked and upon taking a closer look saw that it was empty. 

**“SHIT!!”** Peter let go of his last string of web and landed on the roof. If May was home and he didn’t want to get caught he was going to have to be careful. He approached the edge on their side of the building and attached a web to the railing. He then quietly vaulted over the rail and used the web to repel down to their floor and pressed his ear against his window. Peter’s hearing had developed enough to the point he always heard May coming from inside the apartment long before she was actually at their door.

A useful ability for a growing teenage boy despite May constantly telling him to communicate openly about his growing body; but right now Peter was too focused to nervously laugh about that. He needed to quiet his mind for this to work.

_All right Peter hush up and focus. Just... listen _The first thing he heard was a mesh of indistinct noises, some flies buzzing around the kitchen, wind against his other ear, a conversation happening in the apartment next to theirs. After a moment of honing in the direction of their front door a thudding sound broke through and Peter took in a breathe of sweet relief. Finally, he heard what he was listening for.

Footsteps on the stairwell that matched May’s; he still had time. He removed his gloves and let his hands stick to the glass of his window as he slid up and then ducked his feet inside. He turned to close the window again and then stripped out of his suit as quickly as he could. Without bothering to get dressed again, he quickly began tying his suit into a neat-ish bundle. _Better to get caught in my underwear than with this shit still in my hands!_

He faced the center of his room where the rope that led up into his attic storage space still hung. He clipped the bundle back onto it and simultaneously heard his front door open “Shit squared” he whispered underneath a stuttered breathe. Bundle in hand he leapt up to the ceiling, tossed his suit onto the edge of the attic and closed the opening behind him. **THUD**

“Peter? Sweetie was that you?!?” Peter fell to the floor and began frantically dressing into his regular clothes. He heard May’s footsteps outside and once he got his jeans and a shirt on he opened his door and tried to look somewhat composed. He opened the door to see May setting her bag down on the sofa in the living room.

“Hey May, sorry I... sort of.... slipped and fell out of my chair while studying” Lying in general didn’t come easy to him, but it was especially painful where his aunt was concerned. He tried to avoid these sorts of situations as much as possible so that he didn’t have to actually verbally tell her a lie, knowing that his voice waivers at least a little bit every time he does it.

He doesn't think he's ever come this close to being caught before, but sometimes he would show off his strength too much when lifting something for her or his reflexes would betray him when she dropped something and he would leave her stunned after an impressive catch. But honestly just the act of keeping something like this from May, even for her own safety, still ate him up.

“You fell... out of a chair.” she said flatly, it was half a statement half a question. “How do you fall while sitting down Peter??” He leaned in his doorway and crossed his arms recalling the last time he had actually fell out of that chair and decided to go with that since May had been out of the house when it happened.

“I was leaning back on two of the wheels to grab something off my bed and I lost my balance. But I’m okay May, I didn’t hit my head or anything” She sputtered out a laugh and walked over to give him a hug.

“I will never know how you can be so coordinated sometimes and so clumsy at other times honey, it baffles my mind sometimes.” _O__h if I had my way you would know **and** get to be safe, well, actually if I had my way there would be world peace and I would have no crime to stop at all so I wouldn’t have to explain stuff like this anyway_

“I don’t know what to say other than that like everyone else, I have my moments; good and bad”

“I suppose that’s true. I’ll stop teasing" _Thor Damn It!! __There’s that word again, is everyone obsessed with that word today??_ But May interrupted his thought process. "You start dinner yet??" She asked as she entered the kitchen and opened the fridge. 

"Peter... Did you take out chicken or did you want something else?? The sink is empty.” Snapped out of his sidetracked train of thought he remembered vividly not defrosting anything before leaving for school in the morning.

“Yeah, I think I forgot to take something out before I left for this morning” Peter feared a lecture from his aunt but she had a more easy going nature about stuff like this than his uncle had. He followed her to the kitchen where she motioned to the empty sink and replied in a sarcastic tone. "Ohh, You think?" _Well at least I didn't forget to clean my breakfast dish_

“It’s all right just don’t forget tomorrow, ok? We’ve already had take-out twice this week and if we start going out more than that people are gonna think we’re complete bums.” Peter let out an easy laugh and once again in the span of 5 minutes let relief wash over him.

“If you call and order from Eddie’s now I’ll still have time to walk and pick it up while it’s light out” May nodded while removing her earrings and setting them in a bowl on the long table behind the couch.

“Sounds good honey, but could you order for me. I need to use the bathroom and wash my make-up off”

“Sure thing, the usual?” he asked before she could make her way to her bedroom and the adjacent bathroom. She half spun her body back around and leaned back against her bedroom door while making a face that told Peter she was contemplating what she wanted for toppings. Peter was a die hard pepperoni fan but if May felt like combination or Hawaiian instead he would order that. _I am the one who forgot to defrost dinner after all_

“Yeah, but if I have to have take-out for the third time this week you better get extra pepperoni on that thing and pick me up some packets of parmesan cheese too” Peter just smiled at his aunt.

“Will do, I’ll call ahead right now and then head out to pick it up. I shouldn’t be more than 20 minutes” May was already heading back into her room but she turned to reply to him

“Cool, text me if anything goes wrong. My debit card is in my bag on the table there, do you remember the pin??”

“Yup, kinda hard to forget my own birthday”

“I know that dummy, I just like to make sure. I’ll see you in twenty and don’t you forget my cheese mister” May stated with a warning finger pointed in Peter’s direction while he ruffled through her wallet. Peter laughed that off but he was definitely going to make sure to grab extra for her just in case.

“You got it May” While he did think his aunt was fun and easy going about most things she could be intimidatingly serious with Peter when she was genuinely upset with him. She was also fiercely overprotective of him to the point he had stopped telling her about his dealings with Flash out of fear she might beat up a fourteen year old kid. But to Peter, the best thing about May was how understanding she was, aside from Spider-man, Peter knew he could talk to his aunt about anything and she always had good advice for him.

He had come to really rely on May beyond just food, clothing, and a roof over his head in the years since he lost his parents and then lost Ben. Every kid needed a positive adult role model to help develop their own internal compass off of and Peter can’t help but feel that despite all the horror that had befallen him in the last 8 years that he won the fucking lottery with May as that role model. She was a strong woman, a leader at her job, and a compassionate person to her friends and family. Peter knew he could be proud of himself if he ended up even just a little bit like her. At that he grabbed his keys and phone while on his way out the front door. The least he could do in return was pick up her dinner for her. 

\-------------------------------------------------------------------------------------------------------------------------

Thursday May 7th, 2016

The last couple days went by without incident. Mainly because he hadn’t gone out on patrol since Monday. He was still jittery to put on the suit after his close call with May nearly catching him return stopping a robbery. That and Peter was finding it was nice to focus on personal stuff for a bit. He was enjoying his time at school (and with Michelle) more and more as he grew bolder in his attempts to talk to her.

Whatever he felt; he had decided that developing a friendship first was the best way to start. So instead of sneaking glances at her during lunch while pretending to ignore Michelle sitting and reading at lunch with them he tried to engage with her a bit more. With the benefit of hindsight asking a highly intelligent introvert about why she likes to read so much probably came off as a fairly dumb question. _Just relax and ask her about her hobby_ he'd told himself which felt silly now that she was glaring at him like he literally couldn't have asked a more obvious question. But... he didn’t know much about Michelle and was eager to learn so really, anywhere was a good place to start. So he took a calculated risk of looking like an idiot for one interaction to get the ball rolling for more. When he asked Michelle didn’t even bother to drop her book from her face before responding.

“I read ‘cause I like to Parker, I figured that would be obvious. That or you’re asking because you feel I spend too much time reading instead of giving you my attention, so if that’s what you think I’d like to take this time to politely suggest you to shove that opinion right up your-”

“Michelle that’s not why I was asking! Of course I don’t think that.” At that statement, Michelle did lower her book to the table and shot Peter a look that if he could guess said ‘okay asshole then what **are** you thinking’ Ned looked in between the two and was most likely getting ready to call Peter an ambulance for after Michelle was done with him. But Peter kept his cool; and let his determination control things from there. 

“For the record, I think it’s cool that you know what you like and don’t apologize for it. I just asked ‘cause I haven’t read anything good in a while and I thought you might be able to recommend something... for me.” He wanted to smack himself for pleading. It wasn't exactly the coolest move but he remembered what he told himself a few days prior about letting Michelle see that he admired her.

To his surprise, Michelle’s typically sharp features softened a bit and she relaxed back from her position leaning on the table before motioning to grab her bag. Peter feared that she might be leaving after he pushed a boundary too hard and felt guilty for trying to pull an introvert out of her comfort zone. But a thud in front of him pulled him from his remorse and his gaze moved from his lap up to find a novel on the table in front of him. The bold black and brown text at the top read:

‘Sula A Novel by Toni Morrison’

He picked the book up off the table and traced the writing on the front with his fingers. Below was a picture of a young black woman with the sun rising behind her over a set of brilliant green hills and valleys. It was elegant, in a simple sort of way. _'__R__emind you of someone Parker?' _And a smile crossed his face both from his internal teasing and from the gesture. He turned it over and found Morrison's picture on the back. She looked, in a word, wise. Her hair was held back in reasonably neat, gray dreadlocks and she wore a pearl necklace over a black long sleeve sweater. Her brown eyes looked as if they held an irrefutable truth and understanding behind them. They reminded him of Michelle's. 

He could tell this must be a woman Michelle admires. Peter knew she was watching him observe the photo on the back and decided to speak before he spaced out for the rest of their lunch.

“She’s one of my favorite authors and in my very valid opinion, one of the best of all time. I’ve read all of her works but that one is a personal favorite, I was planning on re-reading it after I finish this one” she placed her palm on the book that she had been reading earlier that Peter hadn’t bothered to look at the title of.

“Well, thank you. I look forward to reading it. It.. it means a lot” The bell to indicate lunch had ended and everyone was to make their way to fifth period rang and Michelle tucked her other book back into her bag and stood up.

“Take your time with it. Toni writes like a genius ‘cause she is, so it takes a while to process everything she puts in her books.” Peter got up and secured the book in his backpack while she talked. “Oh and you better bring that back to me in the exact condition I just gave it to you in. It’s a first edition.” Peter could tell she was deathly serious by the look in her eye. It wasn’t earth shattering but it felt like a big leap forward if she was willing to trust him with not just her only copy of one of her favorite books but also a rare and collectible copy.

“I will, I promise. And thanks again Michelle” She was in the process of turning to walk towards her next class without saying anything more but Peter saying her name stopped her in her tracks and she turned to look at Peter.

“Don't mention it and uh... you can call me MJ, by the way. My friends call me MJ.” Ned looked to Peter who was smiling like it was picture day in the fall and then back to Michelle and narrowed his eyes in confusion.

“But.... I thought you didn’t have any friends?” Michelle shrugged lightly and let a small smile creep through her usual blank stare.

“Yeah I didn’t but uhh.. I guess I have two now. I’ll see you losers tomorrow for lunch” She turned and left them both standing at the table awestruck for completely _different_ reasons. Ned seemingly stunned at the notion of Michelle wanting to interact with other people, but Peter was still stuck on the ‘MJ’ development. He reached his hand behind him to feel for the book she lent him through the fabric of his backpack and smiled. _MJ_ he kept saying to himself in his head, _Y__eah, I could get used to MJ_

\-------------------------------------------------------------------------------------------------------------------------

Peter had practically skipped the entire way home from school that day instead of taking the train. He was simply too full of energy to sit down without fidgeting himself to death for even 20 minutes. If his first few attempts at talking to MJ were small steps, than today felt like he had jumped an entire city block. Ok, maybe a nickname and a loaned book wasn’t exactly groundbreaking territory, but MJ spent most of her time hidden behind walls that she built around her. But today at lunch she let him in a little. It felt like a taste of an intoxicating drug that he was definitely on the hook for. _No going back now Parker _he thought to himself.

He paused on the street and once he noticed he still had two blocks to go before he got to his building. He pulled out his phone and decided he wanted to switch up the song for his last couple minutes of alone time. He knew May would be home when he got to the apartment. Since his decathlon meetings were on Mondays and Wednesdays, May had been requesting Tuesdays and Thursdays off from the shelter so she could spend time with him after school on those days and still spend her weekend days at the shelter when they needed her more.

He came across the song he had been looking for, pressed on it, and started walking again while the sweet uplifting orchestral intro to ‘Too Late to Turn Back Now’ poured into his ear from his headphones. He crossed the alley by his building where he normally sees May's car and instead passed an Audi R8 in their alleyway before he walked into the entryway for their building. It wasn’t their landlords car and Peter had never seen it before so it probably didn’t belong to a visitor here for one of his neighbors. _Nobody in this neighborhood has money for a car like this anyway, must be someone from out of town _he thought as he climbed the stairs to the 5th floor. As if on schedule the melody of the song’s outro faded just as he approached the door to his apartment. He yanked his keys from their usual place in his back pocket and slid them into the lock. He had his head down to turn of his music as he walked through the door but he still called out a greeting.

“Hey May”

“Mmm, hey sweetie, How was school today?” Peter heard from their living room as he laid his backpack on the table by the door and turned around the wall by the kitchen.

“It was nice actually.” He turned towards the living room to look at May and pulled his earbuds out, “There’s this crazy car parked outsi-” he cut himself short because no way in hell was Tony Stark sitting on his couch eating his aunt’s experimental baking. The famed avenger turned towards him walnut-date loaf in hand.

“Oh, Mr. Parker” he grinned in a friendly manner as if they knew each other and had planned to meet here. “Hope you don’t mind me waiting here with your aunt, I was expecting you home from school a bit earlier than 4:15.”

Confusion would be a mild term for what Peter was feeling at the moment, but his gut told him to roll with the Avengers' facade. _Holy Thor! Why is Iron Man just chilling on our couch like it's totally fucking normal!!_

“Yeah... I uhh, decided to walk home instead of taking the subway today. What um, what are you doing here.. Mr. Stark” The Avenger took a bite out of his loaf and replied through muffled chewing completely calmly. Like he already knew how Peter would react and what he would say.

“Well I received your application and I thought it was time we met.” Tony turned away from May slightly when while he spoke and upon finishing his statement gave Peter a wink out of his left eye.

“I approved, by the way." He reached over to the coffee table to grab a glass of water and take a drink. “So... now we’re in business” It was then that Peter noticed the shiner underneath Mr. Stark’s right eye and his thoughts grew suspicious. Peter had definitely not applied for anything with Stark industries much less Mr. Stark himself so he had to be here for something else. 

_Does he know?? No he can’t know. You wear a mask and nobody else knows so how could he?!?_ but Peter also couldn’t fathom any other reason for him to be here. It would appear his original plan was still the only plan. Follow along and find out what the genius, billionaire, playboy, philanthropist eating shameful baking on his couch wants. 

“We’re in business to do.. what exactly?”

End Prologue

**Notes for the Chapter:**

> There you have it. I also went ahead and removed all the "Aunt Hottie" dialogue cause honestly... Yikes (@ A and J Russo). The regular chapters will be a good bit shorter which I think we can all agree will be a good thing. I plan on aiming for around 5K words per update. Next chapter will take off with Tony convincing Peter to come to Germany and some bonus scenes of Peter getting to explain the origins of his powers a bit.


	2. Chapter I Civil War: Peter II/Tony I

**Summary for the Chapter:**

> Spider-son, meet Iron Dad. A discussion in Peter's room and then an awkward car ride.

**Notes for the Chapter:**

> A shorter chapter as promised. I love this pairing and I'm so excited to write scenes with them. Plus Tony gets his first POV this chapter. What will he think of our webhead???  
Update: This chapter has been heavily edited as of Dec 2018 so for those of you who read it when it was posted, I highly recommend a re-read.

May 7th, 2016

**Peter **

“Well to discuss the terms of your internship... obviously.” 

_'Obviously, right yeah, wait.. __**Internship!?!**'_

Peter knew he looked stunned as he stood in front of his aunt and the person he literally had dreams about meeting again for half of his life. Except the last time he had been this close to Tony Stark he wasn’t enhanced and leading a double life as a wall crawling, crime fighting vigilante.

Peter felt a momentary respite as he considered the possibility that Tony Stark was actually just seeking out an unknown, bright, young mind to have as an intern. The more he considered it though the more he came to realize that it couldn’t be just that. Stark had said he'd received his application which Peter obviously knew did not exist. That and the odds of him being his first choice out of anybody to take on as an intern at SI just didn’t add up.

_'He must know, it’s the only thing that makes sense,'_ but before he could try to pry more details from him the billionaire, Mr. Stark turned back to his aunt while taking another bite out of his walnut-date loaf. “Could I get a few minutes with him?” He muttered while chewing. _'_

_C_ _ome on May, have my back here... please'_

His aunt nodded. “Of course, Peter, why don’t you take Mr. Stark to your room so you can talk shop and I’ll get some dinner going.” _'__Dammit, May!'_

“Uhh, sure I’m umm, right back here on this side of the hall” Peter pointed over his shoulder with his thumb to the door to his bedroom as Mr. Stark got up off the couch, still very intently chewing the same bite of what Peter knew to be a terrible baking recipe. He waited at the opening of the hallway for Mr. Stark to pass him and it hit him that this was the first time he had a chance to get an up close look at Iron Man.

As Stark passed him and moved toward the door that Peter had motioned him towards, he took in the living legend before him. His iconic facial hair drew his eyes first; perfectly trimmed and shaped to accent his jaw. He looked over Stark's face and reexamined the shiner under his right eye. His right side had been facing away from him earlier so Peter hadn’t noticed how distinct it is. That and he’d frankly been distracted by the unrelenting stress of the possible reasons why _**Tony Fucking Stark, Hero of New York**_ could be waiting for him, unannounced, in his living room. However, the black eye drew his attention to some other distressing factors.

Something was clearly off about Stark now that Peter was watching him move. He took notice of his lack of composure, slumped shoulders, and dragging feet as the man walked down the hallway and propped Peter’s door open with a hand that was just barely shaking. Peter could hear the faint quiver in his shallow breaths. A normal human probably wouldn’t have noticed, but to Peter, Stark might as well have been holding up a neon sign for him. He was wounded, stressed, and most likely in a considerable amount of pain... Mostly Peter detected that he was afraid. And he was trying not to show it. 

“You coming Mr. Parker or did you want to negotiate the terms of your employment here in the hallway?” _'__Shit how long have I been staring for?'_

“Yeah, sorry”

It happens sometimes. Peter fell down a rabbit hole in his own head; paying too much attention to minor details and his awareness slipped away from him. He loses track of time and sometimes minutes, even a whole school period have gone by. Ned and Michelle have caught him a couple times in already. Ned more so than Michelle just because he's known Peter so much longer, but neither of them seem to mind. Other than that his awkward social reputation at school can’t get much worse, so he'd stopped caring if Flash or anyone else caught him 'spacing out' as Ned called it. But this is different. This is serious. So Peter knows he needs to focus right now, instead of being a concerned fanboy.

Stark followed him into his room and closed the door behind them. He looked at him for a moment before walking over to lean on his desk. He expected the 'Great Tony Stark' to comment on his geeky posters or he cheap re-built PC, but instead he immediately spat out the bread he'd stored in his cheek.

_'At least he didn’t do that in front of her'_

“Thanks for waiting ‘til we got in here. My aunt likes to think she’s a creative baker and I like letting her enjoy her hobbies without harsh critique”

Stark flared his eyebrows at him and smirked while standing back up straight. “Well as walnut date loaves go, that wasn’t terrible.”

After that a curious glint shone in Stark’s eyes his line of sight fell from his face to his desk which was littered with salvaged circuit boards, wires, and his computer that he built from scratch. But not in the modern DIY sense where he bought all the ideal parts he wanted and put together a homemade desktop; literal scratch. After a few seconds of analyzing the mess on Peter’s desk Stark looked back up with his mouth crooked up in a shit eating grin.

“Hmm, very retro Mr. Parker. Why all the cheap thrift store tech, couldn’t find a chromebook in a dumpster somewhere?”

“Yeah I umm, actually salvaged most of this out of the trash. I needed a computer for school and they aren’t cheap,-” Peter considered his next words carefully and decided that maybe a little trademark Parker sass might impressive the billionaire in front of him, “at least, not for most of us Mr. Stark.” He gave his possible future mentor a half smile to soften the jab and awaited the eventual comeback from perhaps the most famously snide man on the planet.

But Stark surprised him. He gritted his teeth, clicked his tongue, and nodded his head to the side in agreement. “You got me there kid, but most people-" Stark waved his fingers over the gathered tech on Peter’s desk, "aren't this kind of resourceful." He dropped his arm to his side and took a step closer.

“Most kids who can't afford a computer would walk multiple city blocks to a use a computer at a public library. Instead of that you gathered individual scrap components and managed to put one together yourself.... It’s the kind of attitude and skill set that would make for a useful..-" he raised his open hands in the air and shrugged nonchalantly, "intern.”

Under normal circumstances Peter would be flattered, but ‘intern’ reminded him how he suspected Stark had an ulterior motive for being here to see him.

“Yeah, about that Mr. Stark. Look, with all due respect I go to a science focused high school in Midtown. There are a hundred kids in my year alone capable of this, let alone in the state and I definitely did _**NOT**_ apply to work for you, or SI, or any of your foundations so uhm... how exactly did you even find out about me?”

It wasn’t the boldest way he could have expressed his curiosity, but even if Peter wasn’t fairly sure Stark was here as an Avenger instead of as a potential employer, it felt like the smart move to allow him to be the one to call his own bluff. Stark just cocked his head to the side and smirked.

“Obviously. And that is a fair question but,-" he retrieved a handheld device from the breast pocket of his coat. "I’ve got one for you, of the rhetorical variety.” He pressed his thumb to the corner of the device and activated a projector which displayed pretty much exactly what Peter expected at this point. “That’s you, right?”

A clip from a traffic camera that caught him knocking out a would be car thief mid swing with a sharp kick to the head. Followed in suit by the more popular video he knew of on Youtube that showed him catching an SUV with his bare hands and barely keeping it from T-boning a bus.

“Wow! Nice catch, 3,000 pounds at 40 miles an hour; you’ve got some mad skills Mr. Parker.”

Peter didn't now what to say. It had been obvious since Stark’s wink earlier that he wasn’t here to interview an intern, but to interrogate a vigilante. And after nearly a year of protecting his identity like his life depended on it his instincts kicked in before he could come up with anything rational to say. 

_'Deny Deny Deny'_

“No! You think that's me, Mr. Stark? I mean.. that’s all on Youtube, right? I mean, that’s where you found those clips??" He watched Stark prop his device on the limited free space of Peter’s desk and moved toward his closet while looking around; clearly ignoring his rambling. Nevertheless Peter persisted. "Like, 'cause you know people just make up that stuff on their computers, right.”

Were he not frantically pacing and pointing at the projection in front of him while trying to lie his ass off Peter would have noticed Stark eyeing the closet up and down before glancing at the hatch in the ceiling. “Uh huh, yeah you mean like those videos of UFOs over Phoenix.”

Peter met Stark's gaze for a moment before he watched the Avenger and apparently half decent detective pick up a meter stick off his desk and pushed open the hatch. “Aaaand, what have we here?”

Peter’s instincts kicked in at once. He could feel the change in air flow the moment Stark propped the hatch and his suit began falling out of the attic in front of him. In a seemingly effortless leap, he caught the bundle of clothes in mid air and tossed them into the hamper before landing at the other end of the room; all in one fluid motion.

Peter looked back at Stark while realizing he'd just made an obvious demonstration of his abilities. He now felt silly trying to hide his suit when Stark had clearly seen the suit anyway. Peter leaned against the wall by his closet and let out a defeated groan. Despite standing in the presence of one of the few people on Earth who just maybe could understand why Peter became Spider-Man, he still dropped his gaze in shame at the notion of being caught. But Mr. Stark's voice showed no sign of judgement when he asked the question of the hour.

“So... you’re the, Spider-ling, or the.. the human spider, or is it Spider-Boy?”

Peter wrinkled his brow, he’d be more offended if one or two of those names hadn’t crossed his mind when he started this. “It’s umm, Spider-Man”

“Well not in that onesie, you’re not” _All right, don’t push it playboy _

“It’s not a onesie Mr. Stark, and again, I bet designing and fabricating your suits is lot easier when you run one of the largest tech conglomerates on the planet and have billions of dollars at your disposal.” Maybe he was pushing too far now, but it was difficult to pretend or lie with his literal childhood hero standing in front of him. Especially with his most well protected secret out in the open. So Peter elected to move back towards his desk and sat on thin metal. Stark grabbed his suit out of the hamper and began looking it over. "Yeah well, the Mark I Iron Man armor wasn't too flashy either so.."

“You know, I can’t believe this Mr. Stark, you know I was actually having a really good day. I wasn’t late to school, this girl I like lent me a book to read, and I got an A on my final trig test of the semester. Figures I’d get found out on the one day that seems to be going perfectly.” Peter cut him off. He expected maybe the Avenger would be upset with Peter's lack of decorum but he casually moved on.

"Who else knows about this? Anyone?” It was flat, pointed question. And easy enough to answer but all Peter could do in response was shake his head. It was difficult to admit he'd been lying to everyone he knew for years now. Stark nodded in return. He took a seat on Peter's bed and started examining the individual components of his suit.

“Not even... Aunt Walnuts out there?” That caught Peter’s attention like a hot knife in the gut. _Would he tell Aunt May at the end of this?!_

“**NO**, no no no... no way. If she knew, she would freak out!! And she’s been through way too much for me to put this on her. She... She can't know.” Peter turned to Stark with a pleading look on his face. It would normally feel more embarrassing to beg. However, he was more determined to keep the billionaire from ratting him out to his aunt than to preserve his pride. But before he could formulate anything further to deter Stark away from any tattle tale notions, he had found what he was looking for in the bundle of clothes and moved on. 

“You know what I think is really cool, this webbing."

Stark held the cartridge up and flicked it across the room at the side of Peter's head. He caught just inches from his face without looking and turned to see the billionaire smirking even wider at him than before. "The tensile strength is off the charts. Who manufactures this?”

Peter brought up his hand and pointed inward to his chest. “I do. I may be a dumpster diver, but I’m no thief. I developed the formula in chemistry class last year.”

Satisfied with his answer Stark moved on to looking over Peter’s gloves. “And the climbing up walls, how are you managing that? Adhesive gloves?”

Peter wasn’t sure how to best explain what happened to him on the fly, so he figured he would keep his answer simple. “It's a long story but I’m ummm... enhanced” It answered Stark's immediate question, but Peter already knew what the next one would be.

“Yeah I figured that, we just watched you on video catch an SUV like a baseball. What I'm really asking is what's the schtick with your spider powers, cause in my experience, enhanced people are either gods or laboratory experiments and you don’t strike me as either.... You born this way?”

Peter shook his head again while he considered his options. Stark didn't necessarily need to know the full truth, but Stark might be the one person he's met so far who he could share this with. Someone ho could help him up his game and keep his identity confidential. Peter paused for a moment and chose his next words carefully. 

“We’ve met before you know.”

For the first time since Stark started to fumble through Peter’s gear, he froze and looked up to meet the teenager's eye with genuine curiosity.

“It was before I.." Peter waved his hand over his torso. "was like this.” 

"Sooo, you weren't born enhanced?" Peter knew Stark was trying to steer the conversation back to his question, but if this didn't pan out it might be his one chance to personally thank Tony Stark for saving his life. So he ignored the question and pressed on.

“Back in 2010, when you opened up the Stark expo, my aunt and uncle agreed to take me. It was... maybe a little over a year and a half after I lost my parents and my aunt tells me it was the first time I was really interested in going anywhere or doing anything.” Recognition of what Peter must be referencing flicked across Stark's face.

“I was only ten at the time, so I didn’t really know what was happening, but I've looked back and read the official story. When Whiplash took control of the Hammer drones and sent them to kill you I was separated from my aunt and uncle in the chaos. People were running everywhere, screaming, I didn't stand a chance of finding them on my own. I just remember trying to avoid getting trampled and I remember the cops finding me afterward and bringing me back to my them."

Peter let a sheepish grin cross his face. "May picked me up and squeezed me so hard, I thought she'd break my ribs. My uncle sat me down afterward and lectured me on the importance of staying close to him and May when we're out. He told me how scared she was when she thought she'd lost me. ”

Peter chuckled and realized he had allowed his gaze to fall to the floor as he rambled. He looked back up to gauge Stark’s reaction half expecting to see him bored out of his mind, waiting for the point of the whole story. Instead he found wonder and curiosity still in his eyes. He looked focused; awaiting the rest of the story fully captivated. Peter couldn’t help but wonder how many people actually received this from Tony Stark; his full, undivided attention. He imagined it was a rare thing, so he continued.

“And because of what he said to me, I never told anyone that while I was lost a Hammer drone tried to kill me."

Stark's eyes blew wide open. In the dim room, only lit by streaks of the evening sun braking through his blinds, even Peter could barely see where the black of his pupils and the brown of his irises began as he spoke.

"I remember you." 

He nodded while he spoke and Peter could see that Stark was recollecting the memory as he continued. “You had your toy repulsor aimed at it when I landed in front of you.. You could have died.”

Peter gave him a weak smile, he knows all about fault. And the last thing he wants is for Stark to think that was his fault. Peter had come much closer to dying in the months prior anyway. “Yeah but you still blasted that drone in half before it got me. You turned and said 'Nice work, kid' before taking off again with another dozen drones on your ass. I thought it was the coolest thing I’d ever seen in my life.”

Stark raised his brow in confusion. “I almost got you killed. If I had been there five seconds later I might have”

Peter just shrugged and gave Mr. Stark a reassuring smile. “You still saved me.. And when I got bit four years later I knew exactly who I wanted to be like.”

Stark's eyes narrowed. “Bit?? So that’s how it happened?” Peter gulped, he didn’t mean for it to come out like that, but here he was.

“My eighth grade class took a field trip to Oscorp’s biotech facility in Manhattan and I snuck away when I saw a technician leave a door open to a room that said ‘restricted’ on the door. Naturally the overly curious teenage scientist in me had to check it out. Inside I found a room full of genetically engineered spiders spindling their webs on a set of pillars. I got bit, and within a couple days I found I was stronger, faster and had enhanced senses. Sight, hearing, smell, the works. Ohh, and the climbing up walls; I'm just... Sticky.”

Stark nodded and tossed the gloves aside having his question more than thoroughly answered, "Most teenage boys are."

Peter chuckled out a 'gross' and turned to sit on his desk. Stark continued his questioning once he found his makeshift goggles.

“So if your senses were improved then... what’s with these?" Stark lifted the eye wear in his lap. "I mean can you even see out of these lenses?” He brought them up to his eyes while mock wailing.. "AHH I'm blind!!" Peter sprung up and yanked the goggles out of Stark's hands. 

“YESS.. Okay!!" He peaked at the door. Concerned that Stark's loud mockery and his shouting might have attracted some unwanted attention from his aunt, but after listening for a short moment he heard no footsteps coming toward his room. Just some mumbled singing from the kitchen, and the sound of simmering water in a stainless steel pot. It was safe to continue. He turned back to face the billionaire still giggling childishly on his bed.

"Yes, I can see in those. I'm sure enhanced senses sounds good in theory, but the reality is that sometimes all the additional input is just way too much." He pointed to the goggles dangling from his hamper. "Those help me focus.”

Stark got up from his spot on the bed and stood facing Peter. “Well that’s why I’m really here Mr. Parker. You... are in dire need of an upgrade. Systemic. Top to bottom. A one hundred point restoration, a chance to mentor with me, and in time, be a part of the team." It was Peter’s turn to slump into the bed. 

"Par.. Part of The Team?" Peter's mind was teeming with curiosity and wonder at the possible implications.

Stark nodded in return. "There's something I need to know first though."

Peter wasn’t sure what the hero was about to ask him but he would tell him whatever he wanted to know if it meant he could become like him. Anything for even a chance to be an Avenger. Stark squared off with him and looked at him in an observational fashion.

“Why are you doing this? I’ve gotta know what’s your MO? What's getting you out of that twin bed in the morning? And why hide your identity?”

_'All fair questions'_ Peter thought to himself. Ones he had been struggling with long before an Avenger showed up to question him about his powers.

"Becuase," _'__Gods, he is going to think I am such a loser, but he's asking for the truth.'_ “Because I’ve been me my whole life, and I’ve only had these powers for two years. I read books, I play in marching band, I build computers. And yeah, yeah I’d love to play football... but I couldn’t then, so I can’t now.”

Instead of judgement or amusement Peter saw understanding cross Stark's face. “Right,’cause you’re different now”

“Exactly! But I can’t tell anybody that so I’m not. I keep my powers to myself at school, at home, everywhere. But... but when you can do the things that I can do, knowing that I can help people, and I don’t.... Then it’s my fault when the bad things happen. My uncle taught me that.”

Peter felt like, despite the stammering, his answers were more or less adequate. Stark's focus seemed to have fallen from the sincere eye contact they held a moment ago, to the floor. He looked to have dissociated a bit but after a moment he nodded and broke the silence.

“Soo, you want to do your part, help the little guy, make the world a better place, all that right?” Peter perked up at Stark’s understanding tone. Relieved that he hadn't disappointed his would be mentor. 

“Yeah, yeah exactly, just.. just helping out the little guy.”

At that Stark stood and took a couple steps towards the bed and pointed where Peter had brought his leg up to rest on the bed. “I’m gonna sit here, so you move the leg”

Peter adjusted to bring his leg down and Stark sat. He turned toward Peter and gave him a pat on the shoulder with his right hand. “You been watching the news, you hear about what happened with the team in Lagos, the bombing in Vienna?”

“Yeah a little, is that where you got the black eye?” Peter thinks maybe he shouldn't have asked. But he's a curious person and knowing how he got hurt would put his mind at ease about why Stark is so obviously distressed.

“More or less. I’ll put this to you plain and simple kid. I’ve got a 30 hour window to bring in Steve Rogers. If you agree to come with me, I can train you under the guise of an internship with Stark Industries. You'll get to keep your anonymity and maybe one day... call yourself an Avenger.”

_'Holy hell that is literally the coolest sentence I’ve ever heard in my life!'_

Peter could hardly believe what he was hearing, he'd found himself in a scenario straight out of his dreams. It was everything he could think to ask for since he got his powers. A chance to do some good on a scale that mattered. His mind was swimming in too many possibilities to comprehend but Stark's voice brought him out of his thoughts.

“So... you in Spider-Man?”

Peter didn’t really think, he just reacted. “Yes! I mean, yes please.”

Tony smirked at him and stood up. "Good manners won't help you where we're going kid." He walked to Peter’s door and placed a hand on the knob, but turned to face Peter before opening it.

"I’m gonna go talk to your aunt about you coming with me to an 'internship retreat' for the weekend. Meanwhile, you pack a bag-" He paused for a moment and pointed at the bundle still laying on Peter's bed. "Don't bother with the homemade suit.” Tony cracked the door and started to walk out but Peter still had so many questions. His aunt might be able to hear at this point so he spoke in a hushed tone.

“Wait! Wait... are we going right now? Where are we even going?” He could feel his face flushed red with excitement. He recalled a limited time window so he supposed it made sense they’d leave right away. Stark paused halfway out the door and smiled at Peter’s clearly ecstatic state. He took a quick look down the hall to make sure May was still busy in the kitchen and then leaned his head back into Peter’s room.

“The search is most likely taking us to Germany. We're leaving today, but we gotta make one pit stop to get you suited up and briefed before that.”

“A pit stop where?” Tony grinned 

"Avengers Tower"

* * *

**Tony**

When Nick Fury first approached him with intelligence about Peter, he hadn't even heard of Queen's spider vigilante. The first thing he found out once he agreed to look into it for Fury and dedicated some of his resources to reconnaissance was that he was clearly an enhanced. He didn't know how, but it was the only explanation once he gathered some footage of a 5’7 male in gym clothes performing 30 foot leaps and preventing car crashes with his bare hands. He was strong, fast, had excellent reflexes and seemed to be able to stick to any surface; horizontal or vertical.

He also seemed to stick to stopping low level crime. Muggings, petty larceny, grand theft auto, and even stopped a couple B&Es. But more than that, he deduced that this person seemed to have good intentions. He never received any footage of this person taking advantage of his powers or committing crimes of his own beyond the act of vigilantism. He prioritized saving lives over any other objective, and he had not killed a single person he pursued; no matter how heinous.

Moving forward he started using drones to track the vigilante’s movements. He learned that most of this vigilante's activity took place in the late afternoon through the early evening, and that he was clearly based in Queens somewhere since he rarely roamed outside the borough. Finally, using pattern recognition, his AI created a composite map of Peter’s patrol routes and narrowed out a likely starting grid of two square city blocks. After that it was just a waiting game. It wasn't long before the spider got himself caught by a drone entering the address of one May Parker. Tony can honestly say he was shocked when he identified Peter Parker as 'The Spider-Man from Youtube'. This vigilante was, at the time, a 14 year old freshman band geek at Midtown Tech in Queens with a backstory maybe even more tragic than his own.

Like himself, Peter lost his parents, but at a much earlier age. Processing the loss of his parents took him long enough and he was at least was a young man when Howard and Maria died. Peter was robbed of any opportunity to really grow up with them and come to know his parents for the people they really were. He knows now after so many years of coping with loss that it’s the not knowing that hurts the most. 

Then, after being taken in by his aunt and uncle and learning to look at them as his guardians, his uncle Ben is killed right in front of him. The more he looked into Peter’s past the more he is astounded by his seemingly inherent goodness. How someone could lose so much, in so little time, acquire superhuman abilities, and instead of shutting themselves away from the world or using said powers as an outlet for his anger or his grief; he makes himself of service to his community. He becomes a protector for the disenfranchised and the vulnerable.

Maybe the situation Tony’s found himself in with Steve and the rest of his team is not ideal to bring a 15 year old kid into, but Peter is strong, smart, willing, and seems like a good enough kid to him. That and he's been robbed of any time he had to do this the right way. Tony needed the extra muscle and he had to make his move now, within the next 24 hours, or risk the end of the Avengers. So he made the call and left Germany to get Peter from his little apartment in Queens.

Miracle worker that Happy Hogan is, it only takes him twenty minutes to get to Queens after Tony gives him a call, and then they're off to the tower. The aunt had not been overly difficult to convince. She bought the 'internship retreat' ploy and only needed a minor reassurance from her nephew that everything was all copacetic. She clearly trusted him a great deal, and Tony just now really feels the guilt hit him.

Standing here in their home, making Peter lie to his aunt even more and drag him off on his now irritatingly political hero bullshit. It's not fair on either of them and hen the aunt eventually finds out, she's probably going to try to kill him. But that was a problem for another day. May Parker had all the time in the world to be mad at him for taking her nephew off to fight his war. But for now, he and Peter were off to the tower.

* * *

The first half of the drive is spent in an awkward silence between him, Happy, and the kid. On the way, Tony spins around in his head trying to convince himself that maybe this isn't all his fault.

Peter had every right to refuse his offer, and Tony wouldn't have pushed it past that if Peter had declined. Thankfully the kid accepted without a second thought. Tony hated to admit it but he was rather desperate for help, and a more than complacent enhanced was about as helpful as it gets.

That, and he had planned on doing this the right way. He'd been considering for months how to best contact May Parker about her web slinging vigilante nephew, and hopefully, getting an introduction with him. He hadn't yet decided the best time but he figured sometime after his 16th birthday would be appropriate enough. But Steve and the accords have forced his hand.

He breaks loose from his thoughts to look out the window to find they’re crossing over the East River. He turns to see Peter looking at the tower in the distance. He wonders what the teenager is thinking, but Peter breaks the silence. He must have noticed Tony was looking at him because he turned to meet his look with one of curiosity.

“How did you find out about me?? I meant to ask back there, but I kinda lost all ability to think after you used my name and Avenger in the same sentence.”

He mulled over what he wanted to reveal to the kid about his little reconnaissance project and considering what he's learned about how intuitive Peter is, Tony thinks he could handle the truth.

“Nick Fury came to me about 8 months ago with information about an increasingly famous spider vigilante operating in my own backyard and asked me if I’d look into it”

“You’ve known about me for 8 months?! How did Fury know about me?”

“Well technically a little less than that, it took a couple weeks to discover where you were hanging your mask, and Fury just knows shit; it's what he does. I’ve been waiting for the right time to introduce myself, but... I need your help now.”

Tony watched Peter ponder on that last statement for a moment. He could tell the kid was unsure of himself and his place in this, so he thought he’d give him a cue to let him know that it was in fact, good to be asking these things. “Any other questions?”

The kid took in a small gulp and asked in a hesitant tone. “Will I have to sign them?”

“The Accords?" Peter nodded and Tony took a moment to think on it. "Eventually.”

Tony could see on the kid's face that he'd accept that for now. He knows what Peter is most concerned about is keeping his identity private. He deserves to have his mind at ease.

“The internship I'm creating for you is not just to save face with Monica Vitti back at home kid. Working for me on paper allows you to train and continue your education without signing. That way, when the day comes and we think you’re ready, and if it's what you want, we can make it official. The accords are still barely on their feet anyway. The US government may have signed, but they're still months away from ratifying them, and if there are problems, we can lobby to have the accords amended.”

Peter sighed and shook his head. He was clearly feeling overwhelmed by the complexity of this arrangement. "Mr. Stark, this is all wayyy above my pay grade."

He turned to give the kid a smirk. "We'll just have to see, won't we?"

Peter nodded and turned his head back to face out the window. Tony figured that meant, for now, his line of questions was over. He resolved to settle back into a slightly more comfortable silence. They were close to the tower now, maybe only a couple minutes from arriving, but just as he considered checking his messages for anything from Rhodey or Nat, Peter asked one more question.

“Mr. Stark... Why did you sign?”

“Huh?” That one sure caught him by surprise. The sound escaped his mouth before even forming a real response and it apparently had shown because the Peter felt the need to elaborate.

“The Accords, why did you sign them? I don’t even know what they say and you don't seem like the type of guy who likes being regulated.”

Surprise or no, Stark knew his answer well. It was all he'd been thinking about for days.

“Normally you would be right, I don't think the Accords really are the perfect solution. But something needed to be done to give us some oversight. They were written, because Cap took half the team to Lagos without contacting the Nigerian government or informing our own and started an open conflict with some of Hydra’s last hold-outs. In that conflict, many innocents were killed, and in response the UN asked that the Avengers respect international boundaries and accept oversight from a UN panel. Roger's has out right refused, making it clear to myself, and pretty much every developed country on this rock that Cap thinks his golden age schoolboy sense of heroics stands above the judgement of 117 independent nations.” 

He stopped there. He could here the bitterness in his own voice. His disappointment in Cap distracting him from actually answering Peter's question.

_'Idiot! He asked why **I ****signed**, not why Cap didn't.'_

“I signed because we formed the Avengers to serve the people of Earth as it’s protectors, but I think in the midst of fighting hydra and dismantling S.H.E.I.L.D we lost sight of that. We began overstepping and inserting ourselves where we weren't needed. We lost the world's trust and I think the Accords will help us get it back. You’re here because not everyone on the team agrees with me and the ones who don’t have run off on their own with a wanted fugitive who bombed the UN.”

“The Winter Soldier right? He's the one who bombed the UN?”

“That's... the prevailing theory. His name is James Buchanan Barnes, and he was Cap’s best friend back when he was just Steve Rogers.”

At that, Happy pulled up to the street entrance to Avengers Tower and got out to open the door for his boss. Tony quickly texted Rhodey and Romanov to let them know he was here with their ‘new recruit’ and turned to Peter who let himself out of the car and joined Tony on the sidewalk.

The kid stood squared off with the building with a hand over his brows to dim the sunlight reflecting off the structure’s glass He was looking straight up to the top of the tower smiling like a kid on Christmas morning. His excitement clearly undisturbed by the gravity of their situation. Tony couldn’t help but smile a little and gestured towards the entrance.

"Let's go meet the team kid."

End Chapter I

**Notes for the Chapter:**

> I know I said after the prologue that this would be up on Thursday last week but work needed me on both my scheduled days off. I'll try to have chapter II posted this Thursday assuming this week isn't as crazy too.


	3. Chapter II Civil War: Peter III

**Summary for the Chapter:**

> 75% fun and 25 % serious. Peter gets a tour of the Avenger's facility at the top of the tower. Tony learns more about Peter's powers. Peter geeks out over his new suit, Tony's lab, and he gets to meet Rhodey!! Which is a dynamic I very much look forward to writing. Enjoy

May 7th, 2016

**Peter**

Upon entering the tower, Peter doesn’t think he’s ever been anywhere so extravagant. Stark gave him a brief breakdown of the facilities floor by floor as they entered a lobby that looked more like a luxurious lounge instead of a professional work environment. Which they breezed through and walked straight to a biometrically locked private elevator.

He looked to Mr. Stark, expecting him to remove his glasses and allow the camera mounted on the wall to scan him for facial recognition, but instead he tapped the side of said glasses twice with his index finger. “Hey F.R.I.D.A.Y., wanna take the kid and I to the top?”

“Sure thing boss.”

Peter twitched his head to the side at the sound. He couldn't quite place the origin of the response, but he guessed he heard the synthetic Irish female voice come from a small speaker on the side of Mr. Stark’s glasses, which is probably only the fifth oddest thing that has happened this week. Following just behind Michelle opening up to him a bit, Mr. Stark appearing in his apartment, inviting him/Spider-Man to join him on a mission, and his aunt not asking a single question about him running off with some billionaire for three or four days on an 'internship retreat' as Mr. Stark had called it. 

_'Wow!_ _ Tony Stark would be the man to create a personalized, expensive, and most likely bleeding edge intelligence software and put said software in a pair of fucking ray bans'_

He guessed the voice must be some sort of voice activated natural language AI connected to the mainframe in the tower because immediately after _her?_ response, the elevator doors slid open. The first thing Peter saw was a touch screen panel that made up the top half of the back wall of the elevator. The monitor displayed a blue model of the entire structure broken down by each level and sub-level with a floor near the apex of the tower highlighted in orange, clearly indicating their destination.

Peter followed him in and watched Stark lean against the waist level railing while he stood straight with his hands clasped behind his back. A beep rang over the intercom, the doors closed, and they began moving up. Peter couldn't help himself “So..."He let out a short snicker while trying to maintain his composure so he could deliver his joke well.

"You developed an AI called Friday who refers to you as 'boss' and put it in your sunglasses... were you running out of excuses to wear them indoors or...”

Peter cut himself off and let the jest hang in the air, hoping to get a laugh out of his would-be mentor, but Stark's reaction seemed more disturbed than amused. Peter found this confusing. He was honestly expecting a laugh and planned on laying in harder on the playboy afterward. Instead he watched in silence as disturbance shifted to confusion, which then shifted to curiosity on the genius’ face. It was that same look he noticed earlier when they were discussing his powers. Peter got the feeling that more questions were coming when Stark began to speak.

“She isn’t technically an AI... but she's about as close as you would want to get to the real thing. F.R.I.D.A.Y stands for Female Replacement Intelligent Digital Assistant Youth.” Stark looked over to him with his head tilted and a smirk on his lips before moving on.

“The glasses act as a discreet headset to avoid anybody spying on my communications. They’re paired to an internal earpiece I had surgically installed under my right ear..." He briefly turned his head to the side to show Peter a small incision scar just behind his earlobe, and then return to his normal stance.

"I’m supposed to be the only one who can hear her. What does that tell you?” Peter awkwardly shuffled on his feet as understanding dawned on him that perhaps Stark didn't understand the full scope of his senses.

"Ummm, it tells me that you **_REALLY_** wanted your digital assistant to be a real 'Girl Friday'" Tony let out a mock chuckle and stood up from the rail while crossing his arms. "Ha, hilarious Spider-Man, but that's not what I was asking."

Peter knew Tony wanted a more in depth explanation to the extent of his powers beyond what they had already discussed. He also knew it would be the strategic move to keeps his cards close to his chest in case this 'internship' doesn't work out, but he really wants it to work out. But if he wants to commit to this opportunity then he needs to be able to trust Mr. Stark. So he looked inward and willed himself to focus to the best of his ability.

He needed a clear head if this was going to work. He gazed down to his sneakers hoping Stark would assume he’s contemplating what to say, which would buy him a little time. He closed his eyes. Slowly, Peter starts filtering things out, the noise in his ears, eyes closed to remove visual stimuli, regulating his breathing to slow the beat of his heart, and hushing all thoughts save for one; _Can I trust Mr. Stark?_

Peter opened his eyes and straightened his neck to look directly at the man across from him. The neutral light in the elevator reflected off his glasses and gave his dark brown hair a shine that revealed the faintest of light tones. He was looking at Peter impatiently, a side effect of Peter taking the time to allow his sixth sense to work it's magic. But it was worth it because he felt nothing, not a twinge in his spine or tick in his head to give him reason to worry. It as immensely relieving. Even some of the young kids at his school gave Peter a subtle shiver when he would pass them by, but the playboy in front of him gave him no such feeling.

_'_ _All right Parker, time to be all in.'_

He tried to reply casually, as if the last few seconds of intent staring hadn't just happened. Stark, despite his impatience, seemed undisturbed.

“To be fair I did say I had enhanced senses; I just left out how acute they were. I wanted to tell you earlier, but I didn't want you to think I was crazy."

Stark shrugged nonchalantly “Well crazy is kind of my day job so, out with it kid. You’ve got nothing to hide.”

Peter let out a sigh of relief. He appreciated Mr. Stark lightening the mood a little. Plus if anyone could understand keeping secrets, he would've guessed it'd be the man in front of him,

“Alright well, when whatever happened... happened, it’s been like my all my senses are dialed to 11. I see more, hear more, and feel more than my brain can process. It's just waaay too much input sometimes; so I'm constantly trying to filter stuff out." Stark was completely unfazed just nodded.

“Right, your brain's like a computer without enough RAM to process all the data streaming from your enhanced auditory and visual receptors.”

“Exactly but sometimes, when I do manage to handle all the input, it becomes more than just seeing and hearing beyond what other people can. I can sort of... interpret images of things I can’t see.” That had Stark narrowing his eyes at him.

“Like what? Like, sonar or echo location, like a bat??” It was Peter's turn to narrow his eyes. It was a decent analogy, but he knew there was more to it than that.

_'G_ _ods, this is hard to explain!'_

“Kind of, I think I can sense changes in air density and pressure. That allows me to sense and predict movements that I’m not looking at. It helps with my reflexes in a fight.” Stark cracked an impressed smile and held out a hand gesturing directly at Peter.

"Wait! You're talking about.. a form of actual precognition. Knowing what's going to happen before it happens." Peter shrugged.

"Yeah... Yeah I guess, or at least having a pretty good idea of what's going to happen." Stark was shaking his head and chuckling.

“So that's how you do it... fight the way you do with minimal combat experience. An unsavory type behind you pulls a gun on you, and you know before he gets a shot off, ‘cause you’re heightened senses pick up the motion of his hand and the gun through the air?”

“Exactly... That and I’d hear the hammer pull back. Also, I typically know when guns are near me. I can smell the gun oil and the propellant in the air.”

Stark's eyes went wide. “You can... smell the gunpowder and gun oil in the air?. From how far??” Peter shrugged again. At first his new senses scared him but given time he had become fairly cavalier about it. And Stark had yet to call him some kind of freak so he was pretty relaxed with sharing the reality of his powers. 

“Maybe 15-20 feet at most, after that there's just too much other stuff to filter through to be sure of anything. It really only helps in a tight space, but there are others things that are dead giveaways to potentially violent behavior." More narrow brown eyes meeting his. 

_'Maybe Stark does want to study me like a lab rat after all.'_

“What kind of giveaways?”

“Well like, when a person is going to attack or run, their body exudes excess hormones through their sweat glands. They're undetectable to normal people, but to me, they reek." Stark look shifted to an expectant one, so Peter elaborated further.

"Adrenaline usually means the person is either going to run or fight. Cortisol indicates a high level of stress so I usually give those people some space. Serotonin usually means a person is relieved to see me and is therefore the victim. Dopamine could mean the same unless the smell is REALLY strong then they're most likely doped up, so I'll be more cautious. But they all emit a different smell, and I've learned to kind of... sense the difference. Again, It's hard to explain, and it took a LOT of trial and error to figure out which hormone cocktail is which. You..." Peter paused after realizing he had been ranting about predicting people's behavior by smelling the hormones they secrete. Probably the creepiest thing the billionaire in front of him has ever heard of. 

"You probably think I'm a freak.” Peter knew he was baiting Stark for reassurance but he wanted to feel like he didn't have to hide anything from him. In earnest, Stark's response still surprised him. 

“Kid, that is simultaneously the most invasive, creepy, and useful thing I have ever heard of in an enhanced. And yeah, getting enhanced DNA from genetically altered spider venom would look weird even on my itinerary. You're definitely a freak."

Peter was disappointed to hear that. He thought maybe Stark wouldn't care or try to understand. His gaze dropped to the floor and he started twiddling his thumbs. "Yeah I guess you're right." Stark clapped him on the shoulder to get his attention and he looked up to see a smile on Stark's face instead of discomfort. 

"It's a compliment Mr. Parker! Being a freak," Stark pointed at his chest, "it's a good thing you are what you are.” Peter cocked his head and gave Stark a confused glare.

“How is being a freak a good thing??" Stark shrugged and gave Peter a scoff at his hesitance to accept the statement. 

"Because kid... because people who want to be 'normal' or 'like everyone else', they never accomplish anything; not really. They muddle through everyday life, too afraid to step out of bounds or risk anything they have for what really matters. Even if this doesn't work out kid, don't waste your life listening to what everyone else has told you. People told Freddie Mercury to tow the line, called him a freak. You want to live in a world without 'Queen'?" 

Peter gave a haphazard shrug. "No, I guess not." 

"Of course not!! Queen were damn amazing!! Every great stride was made by a freak. Buzz Aldrin and Neil Armstrong didn't get us on the Moon. They simply rode a high tech bus that people like Margaret Hamilton and other women who stepped out of bounds made possible. And the Avengers..-" Tony blew a raspberry and shook his head. "Kid you better hope you're a freak if you want to fit in with us. Every one of us is an outcast, a monster, or a mad scientist." Stark pointed at himself at that last one. He took a momentary pause and leaned back on the side of the elevator. "That's why we're the ones still best qualified to defend the Earth."

Peter couldn't help but smile. Stark was really trying to sell him. He really seemed to think he could belong on the team, even before the Accords happened and half his team ran out on him.

"You practice that speech before you came to get me today?" Stark smirked.

"Look Parker, sarcasm aside, you've got a choice to make. Accept your powers for what they are and put them to good use, or spend the rest of your life hiding behind a different kind of mask than that dorky red one I found hidden in your attic."

Peter was surprised to hear that. Until now he believed Stark would let him remain anonymous. "I don't know, Mr. Stark. You're talking about... telling the whole world I'm Spider-Man."

Stark raised his hands in defense. "No, maybe not the whole world, but living a double life is only going to make this job exponentially more difficult for Peter Parker as Spider-Man become more well known. So maybe there are a few people in your life who should know. Sooner rather than later." 

"You mean my aunt??"

"No, I mean your cat you don't have. YES!! Your aunt Peter. Maybe we can lie to her for awhile but eventually she will find out. And if she has to find out on her own my guess is she won't be happy." Sass aside Peter knew Stark was right. If he can't find peace with what he is, how could he expect his loved ones to. And if he couldn't do that, could he really just spend the rest of his life lying to everyone he cares about?

"You're right. I know you're right, I just don't want to put anyone I care about in danger. I may have advanced healing but my friends and family don't." Stark nodded and put his hands in his pockets.

"They're at risk either way if you're gonna keep doing this. The least you can do is let them be as aware and prepared as you are." Peter gave Stark a nod. If May knew then Peter could always just tell her when danger was near and if he worked for the Avenger's he stood a much better chance of protecting her than on his own.

He felt his grasp on his senses slip as he ran all the possibilities through his head. His focus drifted from the little room out into the world. He could hear the gears outside the elevator grinding away. Indistinct conversations as they passed each floor. Wind whipping the glass on the outside of the tower.

He felt a headache coming, so he closed his eyes, pinched his nose, and tried to bring his focus back. Stark must have taken a cue from the pained expression on his face. 

"Ayy kid, you all right? You look like you're muscling through a brain hemorrhage." The sound of his voice was blurred by a hundred conflicting sounds in his ears. Shock flooded his system as Peter felt a sting cross his cheek causing him to flail his arms out and he opened his eyes to see Stark being thrown against the wall of the elevator.

"Mr. Stark! Mr. Stark, are you okay!?!" The ringing has intensified to a point where he couldn't hear himself speak. He shook his head violently to stop the ringing. When he finally got his focus back he looked up to see Stark straightening out his jacket. Having his bearings back Peter once again inquired into his well being.

"Are you okay?"

"I just told you, kid. I'm fine. You had me worried for a second there. I thought you might be having a panic attack. I shouldn't have tried to smack you out of it. What the hell happened?"

"You smacked me?" Peter exclaimed. Perhaps he shouldn't be asking given that he just threw Stark into a wall but frankly he was being more reactive than inquisitive.

"Yeah, sorry. I've seen it work to help bring people with anxiety back to the present. I thought it might work for you. In hindsight, smacking an enhanced with perfect reflexes probably wasn't the best idea." At that, Stark let out a low giggle and Peter relaxed a little. 

"Well it did work in a way. It usually takes me a few minutes to find my focus when I lose it but the sheer shock of throwing Iron Man across an elevator really snapped me out of it." Stark took a deep breathe and leaned on the wall while stretching his back, which was most likely quit strained.

"Snapped you out of... what, exactly??"

Peter crossed his arms. "Well, I told you the input is too much sometimes and if I lose focus it can get really overwhelming. I have to basically just shut down and build all the filters back up again. Kinda like a reboot. It just hurts until I can get it under control is all." Concern washed over Stark's face and he launched into a list of questions.

“Hurts in what way? Headaches? Chest pain? Fatigue?"

“All of the above usually. That and the ringing in my ears. On a normal day it’s at its worst when I wake up and gets better throughout the day unless I have a particularly eventful Spider-Man kind of night. Then it gets worse again” He rolled his eyes to the side as he considered the new information. Peter watched Stark ponder on the situation for a moment before speaking again.

“Well the good news is that aside from spider powers as a concept, that all makes perfect sense. When you sleep your body relaxes and stops filtering things out for you, and taking in more input which you have to heal from in the morning. And the eventful evenings for Spider-man explain themselves. The more you use you power, the more recovery time you need” As Peter listens he considers that maybe Stark's resources can help him with more than just Spider-Man activity. Perhaps this has been what Peter needed all along to figure out how to balance out his senses. Someone to analyze the problem with and bounce ideas off of.

“Do you think you can help me with it??” 

"Well, the suit I designed for you will help filter things in combat. I think however, the problems around controlling your senses and your sleeping, are a bit out of my field. We're gonna need an expert for those."

Peter was confused. _'Is there anything Mr. Stark isn't an expert on? If he can't help then who can?_

“I don’t think a sleep doctor is gonna be able to help Mr. Stark.”

“Agreed, and I never mentioned a sleep doctor. Your condition is unique and you need someone who has experienced what you are going through.”

“Exactly, and it's just me who has this, so there’s no doctor who can fix it for me. I'm stuck having to figure this out on my ow-" Stark quirked an eyebrow at him and raised his hand, stopping Peter mid-sentence. “I'll repeat, I never said 'doctor' Spidey."

Peter's curiosity grew. If Stark couldn't help him or find a doctor that could help instead, who could he be referring to? Peter watched him shift on his feet while he looked to be mulling an idea over in his head. Finally, after having clearly come to his decision, the Avenger nodded to himself and asked Peter yet another surprising question. "What do you know about the Devil of Hell's Kitchen?"

“Daredevil?? I've umm, I've heard of him. What does he have to do with this?”

Stark stole a bit of the Hell's Kitchen vigilante's thunder and gave Peter a devilish smirk. "Well... about a year back I investigated him like I did you after he helped put away Wilson Fisk. His identity, if you can believe it, was even more surprising than yours. The man who runs around Hell’s Kitchen beating on gangsters and criminals in quite spectacular fashion I might add... is legally blind.”

Of all the stunning information Peter had received today and expected to receive still, that took the cake. It sounded ridiculous to Peter. How could anybody do what Daredevil has without being able to see? He'd seen footage of the devil on the news. He fought like a Shaolin master in heavy crimson body armor. But Peter felt nothing from his mysterious sixth sense to indicate that Stark was lying. So, at the very least, Stark believed he was telling the truth.

But even if it was true, Peter couldn't fathom what that had to do with him other than that they were both vigilantes based out of New York, albeit for completely different boroughs. _'Unless...'_ Peter thought to himself. _'If Daredevil is blind, then he must have some set of advanced senses similar to mine that allow him to fight the way he does.' _The revelation dawned on him as Stark began looking at him impatiently. "You think he has powers like mine? Senses... like mine?"

Stark gave a simple nod unaccompanied by a single word, which left Peter with innumerable questions. 

"Then do you think he can help me with my senses? Do you know who he is? What's his name? Wher-" Stark halted his rapid fire curiosity with a rather authoritative tone.

"Peter, take a breathe. That's all information for after we've found Roger's. When this is done we can look into it more but for now, Mr. Parker, I need your head in the game."

Peter wanted to comply with Stark. He already knew that he needed to be helpful and able to do what Stark asks of him if he wants this 'internship' to work out. But the notion of finding someone who could teach him to control his senses was something he had been dreaming of since the bite. He couldn't help but push Stark a bit.

"But Mr. Stark, I...I mean _WE_ don't know what's going to happen. At least give me a name so that I can find him on my own after this is over." Stark only let out a frustrated sigh in response. After letting down May plenty of times to make time for his vigilante activities, Peter knew the look of disappointment when he saw it and scolded himself for having clearly pushed too hard. 

"I'm sorry, Mr. Stark I shouldn't hav-" Peter stopped there. After the apology got out he was truly at a loss for words. _'Idiot, idiot, IDIOT!! Sorry for what?!? For trying to tell your new mentor what to do with privileged information? Or for being too insistent? Or not following a direct order from your boss after only being with him for a few hours? Or are you just too dumb to even talk?!?' _

"No kid, I'm sorry." Peter was frankly surprised. He didn't think the Great Tony Stark ever apologized to anybody. He had found much of Stark's persona was quite different now that he was right in front of him. He met Stark's gaze and listened to his boss intently. Hoping he wasn't fired before even got to work.

"I know I'm asking a lot of you. Too much in fact, and I haven't acknowledged that yet. Most job interviews are just paperwork and bullshitting. You are a fifteen year old kid about to hop on a jet with a group of strangers, and chase down some of the most skilled fighters in the world, in a country you've never been to, while simultaneously lying to your friends and family to keep it secret. Stark paused to take a breathe and used a soft tone when he spoke again.

"You have my word. If you agree to help me now, in addition to the internship, I'll give you the means to contact Daredevil as long as you agree to keep his personal information in confidence. Like you, he values his privacy." Peter gave a single determined nod in return. Stark extended his hand.

"Then it's a deal, Mr. Parker." Peter met his grip and did his best to give a firm handshake without breaking any of his mentors metacarpal bones. 

_ **DING!** _

The elevator came to stop and the door opened. Stark glanced out the door and then back to him. "Welcome to the Avenger's facility Spider-Man. Ready for the tour?"

He led Peter into yet another grandiose spectacle, although this room looked more... comfortable, more homey albeit still slightly glamorous. And MASSIVE as well. Peter couldn't see the entirety of the floor from inside the elevator but if he had to guess he would say it was about the size of the top three floors of Peter’s apartment building combined. _'__This place is fucking incredible!'_

Stark put his hands on Peter's shoulders to keep him moving on shuffling feet. Peter barely kept himself from slumping over as Stark explained the layout to him.

“This is the living area, there’s a kitchen down the stairs to the right if you get hungry, the bar on the far side is off limits... obviously” Peter thought he caught a wink from Stark, but he frankly gave up paying attention to the billionaire in the face of the rooms opening up before him.

Directly in front of them sat a central sunken rectangular space with two large black marble coffee tables surrounded by 2 long white leather sofas and multiple lounge chairs. The entirety of the walls were composed of tinted glass with large, open metallic shutters, that allowed the evening sun to filter through and give the whole floor a brilliant, warm, and natural light, save for the back wall which had the bar running along it. But the thin sheet of wood making up the wall is still illuminated by sunlight, bouncing around on each shelf stocked to the brim with various liquors.

_'Gods, how much alcohol do eight people need?!'_

Peter's eyes followed the light as it reflected off the perfectly polished ebony wood floors and the stainless steel railings that surrounded an upper level which ran around the circumference of the room. Below, he spotted two pool tables and multiple dining tables in front of a door that he suspected led to the kitchen Stark mentioned earlier. The whole place looked like something out of Flash Thompson's dreams. _'__Ooooh, my god, This is ridiculous. The Avengers have a man cave!' _

Stark was trying to lead him to the upstairs, but the view called to him like the sirens called to Odysseus. He shrugged out of Stark's grasp and approached the massive window to his left. The panels were slanted towards the floor causing it to reflect the yellow and orange light pouring in through the glass, but as Peter neared the window and the angle changed; the view outside became clear. _'__Holy shit, I can see all of Manhattan from this place!'_

He’d never seen his home from this altitude before. Naturally his gaze fell east, looking towards his home. He pondered on whether he could see his neighborhood from this height but his thoughts were interrupted by faint bits of his mentor's voice breaking in. From what Peter could tell Stark was trying to figure out what he was looking for. He wasn't sure how long Stark been talking without processing ANY of it, but he figures he should start paying attention. The first thing he actually made out from the billionaire behind him drew his focus easily. 

“Yeahhh... to the left and back there are the living quarters. We can find you a room if your aunt is comfortable with you stayin-”

“I can stay HERE?!?” It just slipped out. He didn't even mean to say it out loud but his new benefactor has a way of short circuiting his brain-to-mouth filter. He turns on his heel to find a surprised looking Stark. 

_'It's obvious he's not accustomed to being cut off by a teenager who definitely doesn't understand how tours work.'_

Stark however quickly shook it off and gave Peter a nod. “Like I said, May would have to be comfortable with it. And it would just be on occasions like long weekends or if you ever needed medical assistance but... Yeah kid, you can stay here”

Peter lets out an astounded breath and turns to face the view again. He wants to remember this moment. Being offered the opportunity to train with real fighters, learn espionage from actual spies, develop his tech with an actual genius, and above all that... to be on a team. To not have to handle this hero thing alone and get to be around people who know what he is going through. People who will make him better. And, if he can swing it, make them better too.

He tried his best to take it all in. The yearning inside him for a place to belong made him want to jump around and squeal like a giddy child. But, so as not to embarrass himself, he opted to stay in place for another moment and watch the sunset. The bright yellow star washing him over with warm rays of electromagnetic radiation. He feels he could stay in this moment forever and never have another attack. He was completely at ease. But unfortunately, they weren’t here for a relaxing, casual internship retreat where he could lounge and dream of the future. Stark, unlike Peter, hadn’t forgotten.

He sees Stark step next to him in his peripheral view but his gaze remains on the horizon. “It’s a great view kid, I agree, but we’re still on the clock here."

He turned to look at his mentor, standing next to him with one arm folded over his chest while the other was propped up to scratch at the scruff on his chin. He'd been watching while he fawned over the view. “Sorry Mr. Stark, it’s just I... I’ve never been this high up before.”

His new mentor smiled and motioned for him to follow towards the staircase to the right of the elevator. “Get used to it, now come on. We’re heading upstairs.”

Stark turned to walk to the other side of the room without checking to make sure Peter followed. He bounded after the billionaire to catch up. Leaving the lounge had Peter curious, wondering if they weren't talking out here then... where were they going. “Sooo, what’s upstairs?”

They turned at the midway of the stairs to traverse to a second set of steps that took them back over where the elevator stopped. Mr. Stark ignored him for a moment and planted his feet in front of a door that was labeled ‘Mad Scientists Only.’ He scanned his thumb over a keypad that was connected to the wall by the door and a rush of air escaped the room as the lock disengaged. He held the door open for Peter and gave him a shit eating grin. “Little Spider... ‘Dis is Myyyy Laboratorrryyy!!” His Dexter impersonation was terrible.

Peter keeled over laughing barely able to get his words out between giggles. He honestly never expected The Great Tony StarkTM; to say something so dorky. It actually sounded like something Ned would say to him. “I’m sorr- Gods tha- that was terrible, Mr. Stark. I’m sorry.” He let out a horrific snort that had Stark falling into a fit with him. 

Peter leaned against the wall by the door while Stark put his weight on the security door to support himself while they laughed it out.But their chortling was interrupted when Peter heard an unfamiliar voice from behind him.

“Jesus Tony, we’re supposed to be getting the kid ready for a mission and I get here to find you two halfway on the floor.”

Peter balanced his breathing and stood back up to look at the source of the voice. _'__Holy fiery hell, it’s War Machine!'_

Peter was surprised to find that the ‘War Machine’ was about his height; the two of them standing just an inch shy of the genius behind them. But he was far broader; his shoulders, arms, and his chest all bulging from his MIT t-shirt. _'__Yup__, 30 years in the military will do that to you, I guess.'_

Tony stepped around Peter to get between him and Rhodes while attempting an introduction. “Kid, this is James Rhodes. He goes by Rhodey, but you'd know him as-”

“War Machine! Yeah, Mr. Stark I know who Colonel Rhodes is. Ummm..." Peter glanced between the two famous heroes before him. His mentor now on his left looking once again flabbergasted by Peter's interruptions and the air force officer on his right looking sufficiently amused with Stark's reaction. Peter turned to the latter and extended his hand to an Avenger for the second time in as many hours.

"It's an honor, sir.” Peter saw Stark roll his eyes in his peripheral but elected to ignore it. Rhodes met his grip in a firm handshake, looking surprised to feel the sophomore in front of him more than match his strength. He gave Stark a quick glance Tony before turning back to him.

“Rhodey will do fine. So... you’re the enhanced that Tony's been obsessed with for weeks. He tells me you're a good kid." He gave Peter a once over and then a brief nod "He also tells me you can handle yourself.”

It took every ounce of Peter's will to replace his usual stammering with a relaxed professional tone. “Well the 'enhanced' part helps quite a bit and wait, I'm sorry but... did you say obsessed?" Rhodey nodded in conformation.

"Oh yeah, he's had an eye out to recruit 'Queens' esteemed spider vigilante' for some time now. Hardly ever shut up about it."

Peter turned to his new mentor, and it would appear his secret admirer, with a shit eating grin on his face. He was sure Rhodey had a matching one on his. Stark let out a groan and began pushing the two of them into the lab. “Okay, don’t you two start the whole 'ganging up' thing on me. We're supposed to be a team. Now come on, we've got work to do with the kid.”

Rhodey chuckled as he and Peter were forced over the threshold into the lab and Stark sealed the door behind them. The colonel turned over his shoulder to half whisper to Peter. "Oooh, so now that we sufficiently embarrassed him he's all determined to get to work." Peter giggled and turned back to find Stark looking at his friend Rhodey with pure suspicion on his face. He spoke in an expectant tone. "What was that, Rhodey?" 

The colonel grinned and shrugged his shoulders mockingly. “Oh nothing, just giving the kid some advice on ow to handle easily distracted geniuses." He turned to Peter and nudged his head in the direction they were walking. "Come on Pete, Tony and I are gonna show you around and go over the specs of your new suit with you.” _'Oh Gods, not another tour.' _

Peter's curious gaze flew around the room trying to find a single surface that _didn't_ have some sort of touch screen interface on it. With Rhodes on his right, Stark stepped up to his left. He was obviously trying to box him in and keep him from wandering again while he explained the layout of the lab. 

“Med bay's over on the left, hopefully you won't have much use for that though. The entire roof and each work station is lined with holographic projectors that can create a VR work environment. The work stations are straight ahead, there's three different set ups; Dr. Banner’s, mine, and a guest’s station.” Peter hadn't yet thought to ask about the other 'mad scientist' on the team.

“Is Dr. Banner here?” He came to regret asking that one immediately, because instead of answering the billionaire and the colonel shared a concerned look. “Sorry it’s just... I’ve read a bunch of his papers and it would be amazing to meet him. I mean he was basically the pioneer of observing antimatter collisions before... Well before he developed his anger issues.” After he finished his fanboy rant Rhodey looked over to Stark and sighed while biting his lip. Rhodes spoke first.

“The kid might as well know Tony, you’ve all but put his name on the roster...” Stark rolled his eyes and waved his hand at Rhodey to go on. Rhodey turned to face him with a sympathetic look on his face. “Kid, Banner has been missing for well over a year now. Ever since the fight in Sokovia.”

“What do you mean he’s missing?! Why hasn’t it been in the news? Why haven-” Rhodey held out his hands, tried to calm Peter down. “Kid, kid, kid, just... listen, okay?” Peter took a deep breath and nodded his head. “Okay, sorry. I’m listening”

“Well first of all, you’re right. We could be conducting a far more effective search if we released that information to the public... But there are a number of things hidden from the public about the fight with Ultron. You know that the Maximoffs were introduced into the Avengers just a day before that final battle began?”

“Yes” Peter answered slowly.

“Well, what most of everybody doesn’t know is that Wanda and Pietro were fighting **for** Ultron before they learned about his plans to end all organic life on Earth.” Peter felt his eyes bulge in his skull. “Whhyy?? Why would they fight for Ultron? How did they even meet??”

Rhodey just sighed and scratched his brow before shooting him an irritated glare.

"Right, sorry. Shutting up. But you can't really blame me for the shock. Everybody pretty much either thinks Hulk is dead or in the raft. And absolutely _nobody_ knows about the Maximoffs fighting for Ultron. 

Rhodey nodded and was about to continue, but Stark spoke first. “They fought for him because they blamed me for the deaths of their parents.”

_'Okay wow... Did not see that coming.'_

Peter heard his mentor’s heart beating erratically. He had so many questions and began to worry that maybe he didn't want to know the answers. But Peter remembered what Rhodes asked of him and decided to let the two men say their piece. He'd reserve his judgement for after he heard the full story. Rhodes continued, clearly sparing Stark the pain of regaling the bad memories.

“The twins lost their parents to a bombing in their apartment when they were ten... a Stark Industries bomb. They bounced around foster homes for a while and when they came of age they became activists against the U.S.'s presence in Sokovia. Which in turn led to them to volunteer for Hydra scientist Wolfgang von Strucker's human enhancement experiments. In addition to being the only survivors of Strucker's work, the experiments also gave both of them their powers. Ultron thought he could use the Maximoffs to the same purpose Hydra did, to end Tony and the Avengers.” Peter processed the information as it came and nodded on occasion to let Rhodes know he was keeping up.

“After the Avenger’s took down Strucker's facility in Sokovia, the Maximoffs went into hiding where Ultron found them and convinced them to help him kill the Avengers. He wanted Wanda's help specifically 'cause she has abilities that are again.. still classified.”

“Abilities like what?” He thought that might earn him another stern look from the air force colonel but instead he sighed.

“Look Pete, There's a good reason no one knows about this and were you not about to square off with Wanda in the next 24 hours you would never know either. In addition to telekinesis and energy manipulation, she also possesses psionic powers that allow her to read peoples’ minds and specifically, interpret their deepest fears. She used them to manipulate Tony in Sokovia and played him into creating Ultron. She used them again on Banner in South Africa. She’s the real reason Sokovia and Johannesburg happened.”

Being a somewhat ordinary citizen up until now Peter had only seen coverage of Wanda in the media as one of the new Avengers. A hero. Someone selfless and brave who people could look up to. This woman Rhodes was describing sounded nothing like the hero the media had created around Scarlet Witch. This Wanda Maximoff sounded terrifying. She sounded impossible to beat. “After all that... you still made her an Avenger?” It was the only logical question Peter could form. How could someone do so much wrong and still be given a chance to redeem themselves. Stark took over answering him this time.

“She lost virtually everything kid. She lost her parents when she was ten. She lost her brother fighting Ultron. And what’s worse, she didn’t just feel the loss, she felt like Pietro was taken from her. Try to understand.” Peter gave his mentor a nod. Stark was right. He supposed anyone could lose their way if they were pushed far enough. What more would he have to lose to turn him vengeful and spiteful. If he lost May, or Michelle, or Ned. _'__SHIT!! I forgot to text Ned. What the fuck am I even gonna tell him?!'_

“Hey Mr. Stark ummm, could I step out for a bit? I just.. I need a second.” Rhodey looked to Tony and nodded. Tony grabbed a work pad and motioned it towards the door while Rhodey spoke.

“Go ahead and take a few minutes Mr. Parker, but if you’re still in, we need to get to work soon. Our deadline to bring these guys in expires in 26 hours.” On the contrary Peter felt even more determined. Odd that the messier the situation looked, the more inclined he felt to help.

“I’m still in Colonel, I just haven’t established my alibi with my friends. I should call now before they see me miss school and get suspicious.” Rhodey gave him a smirk.

“Ohhh, so you really just wanna go brag to your pals at school about your spankin’ new 'internship' huh?” That startled a laugh out of Peter. The mood in the room had been quite intense for the last few minutes and the jest from the air force colonel came as a pleasant surprise. Plus he’d be lying if he didn’t admit that he couldn’t wait for Ned’s reaction to the 'internship' news. His best friend might just pass out or fanboy to death over Tony Stark.

“Yeah, something like that.”

He walked towards the door, but Stark caught his attention on his way out. His fingers flew as he programmed on his pad in front of the door. After making one final tap and pointing the tablet toward the security door he turned to Peter. “Just press your thumb to the gel pad on the way out so it can learn your thumbprint and you’ll be able to get back in.” _'__Fucking Shitballs this is the coolest day anyone has ever had. Ned is gonna lose his goddamn mind!'_

“Thanks Mr. Stark.”

Peter approached the door while digging his phone out of his pocket. He spotted the gel pad on a black panel beside the door. He placed his unoccupied thumb into the gel, watching the red glow emanating from underneath disappear. He didn’t hear the lock release right away so he wasn’t sure if he should remove his thumb yet. He looked back to the two heroes, only to find each leaning on a work station with amusement stricken across their faces. Rhodes called out to him first. “It takes a while, kid. It's not just learning your print. It's also registering body temperature, thumb size, and STR analysis. Just give it a minute.” Stark followed suit with a comment slightly less appropriate than his friend's.

“Hey! Maybe it needs a second opinion. Why don’t you try sticking another finger in, Spider-Man?” Rhodes smacked him on the shoulder with the back of his hand while Stark chuckled. Peter snorted and turned back towards the door. _'As far as overtly sexual jokes go, that wasn't so bad.'_

After another ten seconds or so a green light appeared on the pad and Peter finally heard the lock disengage. He swung the door open and stepped out while checking his thumb for any residual gel. Pleasant surprise: there was none. He unlocked his phone and opened his messages to find Ned’s bar directly under May’s. He opened it up, thumbs ready to type but, he found that he was at a loss for words.

He wasn’t even sure about what he could and couldn’t tell Ned but Stark trusted him so... maybe he should trust himself. He knew it would be easier to call him and let the words flow instead of trying to orchestrate and type out a perfect lie. Ned would definitely know something was up if his texts were ll of a sudden so informative and grammatically sound. He pressed his thumb to Ned's icon initiating the call. Three rings and his best friend answered in an ecstatic tone. 

“Hey Peter, we still on for this weekend!? I was thinking if we do a full trilogy marathon, we should start with rogue one now that I've seen it. You know, build up the anticipation a bit.” Peter couldn’t help but smile. A thought crossed his mind to tell Ned that it was a great idea and that he couldn’t wait. Then he’d waltz back into that lab Stark had just given him access to and tell him that he’d changed his mind. That he cared about his normal life too much to take this kind of risk.

But he knew that no matter how normal he tried to be, he'd never be able to undo what happened to him after the bite. He'd never be able to tune out the cries for help, or the sirens he heard on the streets. And he'd never be able to completely turn away from helping people. This was his best shot at doing that and he wanted it; maybe more than he had ever wanted anything. So he couldn't walk away. “Yeah Ned, about that. I can’t actually, I-”

“Oh God, Peter don’t tell me May is roping you into visiting some of her friends out of town again. We’ve put off doing a full Star Wars marathon since Rogue One came out. That's waaay too long." 

“I know, I know Ned. But it’s not that. Something crazy and amazing happened today and... I’m gonna be away all weekend for it. Maybe Monday too.”

“Ohh. Well, what happened?” Ned asked with genuine interest in his voice. Peter, the dramatic little shit, just had to hold his breath for a second while he let Ned stew in the anticipation. But his friend must have heard him squealing under his breath because he pressured him to spit it out. “Oooh my God, Peter!! Are you gonna tell me or not?!? Literally for Pete's sak-”

“I GOT AN INTERNSHIP WITH TONY STARK!!”

“WHAT?!?”

“YOU HEARD ME! I filed an application a while ago under the Stark September Foundation just for kicks, so I didn’t tell anyone and he just.. SHOWED UP IN MY APARTMENT EARLIER TODAY. I’m in Avengers Tower right now waiting to take a tour of the lab. I just... oh man Ned, I am FREAKING OUT!!”

All the repressed giddiness from earlier came spilling out. He couldn’t help it. It felt wrong to withhold the actual story from Ned, but he needed to let some of this excitement out and who better than his best friend? “Peter... that is INSANE!! YOU’RE GONNA WORK FOR THE FREAKIN’ AVENGERS?!”

“Well Mr. Stark specifically but... yeah. I’m gonna be his errr... lab assisstant” It was the thing that made most sense given that he just told Ned he was at the tower touring the laboratory. _'__Ooops, Maybe I should have left that part out.'_

“Peter that is actually, the craziest thing that has ever happened."

"Ummm, ouch."

"You know what I mean Peter. Tony Stark is a living legend! It's crazy that he'd pick you of all very qualified people." Ned was more right than he knew of course. Peter yielded the point to his friend. 

"Okay, that's fair. It does feel pretty crazy being here." _'__Thank you enhanced Spider DNA for the assist there.'_

"I have a million questions by the way. What does Tony Stark smell like?"

“Tha... That’s your first question??”

“Of literally a million, yes. Also, do you think you can steal a Quinjet while you’re in the tower?”

“Assuming I was willing to do that, I’d probably crash and burn trying. Literally. Ned I’m sorry but-” The apology just slipped out. Peter knew the importance of this secret and all the good reasons he had to lie. But they did nothing to assuage the guilt that he felt gathering in his gut, tightening in his chest as he lied to Ned; to his best friend.

“You’re sorry for what? Peter, this is the coolest thing that has ever happened to us well, you. But also us. And don't worry about the Quinjet. I'll just settle for some of Tony Stark's hair products.” Peter stammered a bit. It was hard to explain the apology, lie, and weave through Ned's insane requests all at the same time.

“Wha- No, Ned it's not that. I'm sorry because there's going to be a lot I can’t tell you about my work here. A lot of what happens here is confidential and I can't break their rules, especially if I want to get a real job with Mr. Stark one day. You should have seen the size of the NDA they made me sign before I could call you. In fact, I can’t really talk about **ANY** of it at the moment. I've got to get back like... now-ish, but could you do me one favor? And I promise, if you do I’ll answer whatever questions I can, when I see you next week.”

“Yeah Peter you don’t have to promise me anything, You’re my best friend.” _'__Oooof... I must be the worst ‘best friend’ ever.'_

“Thanks Ned. Ummm, could you text Miche-... MJ and let her know I’m gonna miss school tomorrow, and probably Monday as well for this retreat? I don't have her number and you mentioned you do ‘cause she’s your partner for a Spanish project.”

“You mean, you want me to tell her you’re gonna miss _her_ at school on Friday and Monday right?”

“No! I ju- Please, Ned. I just don’t want her to worry. It would mean a lot to me. MJ just opened up to us and I don’t want her to think I'm flaking on her.” He could hear Ned sigh over the phone. Clearly unconvinced with Peter's attempt at dodging what he was insinuating. 

“Peter she’s not going to take it that seriously. Kids miss school all the time, and... I’m afraid to text her about something not school related. What if she says something intimidating?”

"Oh come on, Ned! That's not a fair reason. When does MJ _not_ say anything intimidating?" 

"Exactly Peter!! For my mental stability, I'm spacing out my MJ interactions until she warms up to us a bit more." Peter was growing exhausted with Ned's hesitation. He was clearly unable to relate to his situation given that for the last few days he'd been actively trying to increase his number of 'MJ interactions'. But as he began his next wave of appeals for help, an idea struck him. 

“Pleeease Ned, I’ll.... I’ll ask Mr. Stark to sign something for you” Dead air followed, and Peter thought maybe the line cut out. He was pretty high up after all... He checked his screen to make sure the call didn't drop, which it hadn’t, so he put his phone back to his ear.

“Ned... Ned you still there?” A few more seconds passed.

“I want one from War Machine too.”

"Wha- Ned how do you even know if he’s here??”

“Is he?”

“Well... yes but I don’t kno-”

“Then you can get him to sign something too. You get me autographs from Iron man AND War Machine... I’ll text Michelle for you, I’ll even phrase it extra sweet for you, lover boy.”

“It’s MJ, and please don’t do that Ned. This is just what friends do; we’re all friends now.” He heard Ned scoff over the line.

“Peter you get me my autographs and we’ll be the three best friends anybody ever saw.” Peter half sighed and half chuckled. He felt relief at having solved his quandary, but simultaneously exasperated at the situation he's gotten himself into with these autographs.

_'Of course Ned would demand something like this.' _

But he supposed the conditions were relatively fair given how much he was actually withholding from his friend. Peter accepted. “Gods... alright Ned. It’s a deal, and please don’t be weird when you text her. Just let her know where I am.”

“Anything for Stark Industries, sir” Peter snorted.

“You’re hilarious. And Ned...” Peter looked back at the door to the lab and started walking towards it. “Thanks bro. I’ll see you next week.”

Peter hung up and re-entered the lab, the thumb pad recognized his biometrics immediately, much to his relief. He slipped his phone back in his pocket as he walked in and froze in place once he looked up. At the central station, which he remembered belonged to Mr. Stark, was the new Spider-Man suit folded onto a platform that rose out of a display case and it... is... _'__Fucking Awesome!!'_

“Mr. Stark is... is that for me?”

He was speechless and just asked the most obvious question he could think of, but the sass he was expecting came from Colonel Rhodes instead of Mr. Stark, as he suspected it would. “Nahh, it’s for the other enhanced spider-powered hero in the tower. Could you fetch us some snacks while we wait for him to come up?”

Stark giggled and motioned for Peter to join them at the table. As he approached, the billionaire pinched his fingers on the holographic projection over the suit, and then expanded them to open up a screen detailing the suit's schematics. 

“Alright Mr. Parker, let's get started. While you stepped out Rhodey and I got a call from Ms. Romanov. She and the rest of the team are on their way from the compound upstate so we only have about half an hour to get you acquainted with the Mark II here. So...." Stark slapped his knee as he took a seat in a stool. "What do you think?”

The notion that actual Avengers were asking for his input was surreal and he would normally be overwhelmed if he hadn’t been dreaming of an upgraded suit for months now... so thankfully he had quite a few ideas.

“It looks amazing, Mr. Stark.” He ran his fingers over the material that made the spider emblem in the center of the chest and then down to the brilliant red and blue fabric that shined bright under the artificial light in the lab. “What is it made of? The material feels pretty tough.”

Stark smiled and held his hand over each part of the suit as he addressed it. “Well, the suit is layered; the red and blue material is a tri-weave Kevlar fabric that is flexible and agile while still capable of protecting you from projectiles, shrapnel, small caliber bullets, and knives of course.” Peter’s jaw was unconsciously dropping already and they were only on the first details of the suit.

"Soo, It's bulletproof is what you're telling me?" Rhodey chuckled and filled in for Stark for a moment.

“Well let’s wait as long as possible to test it but, yes, at least partially. The fabric isn’t as strong as it could be because Tony didn’t want to restrict your mobility. So there is a trade off. Anything stronger than a handgun or a small caliber rifle round runs a risk of penetrating the fabric. That and it's fairly lightweight so it will do nothing to blunt the impact trauma. If you do take a hit, it’s gonna hurt... a lot.”

Considering he'd been running around in acrylic and cotton for the last few months this was still a massive upgrade. He liked his chances “It should be fine for this mission though. I mean, Captain America isn’t exactly big on guns right?” Rhodes shook his head and both he and Stark gave him a concerned glare. Rhodes spoke first.

“No but the Winter soldier is. In fact, he's one of the deadliest shots we know of.” Stark pulled a stool over to sit in while Rhodes talked and carried on for his friend.

“I don’t want to believe Cap would arm him given the precarious state of his mental health, but I care more about not taking chances then giving Rogers the benefit of the doubt. That goes for you too." Stark motioned his hand down towards the chest of the suit.

"Just because this will stop most rounds doesn’t mean you should get lazy with the acrobatics.” As Colonel Rhodes and Mr. Stark got more serious his excitement dropped. He tried to appear more professional and gave each mentor a nod. “Understood”

He moved his fingers from the fabric to the lining in between each section of the suit. It felt akin to rubber to his hands. “What about the lining inside, is it more vulnerable?”

Stark leaned forward. “It is. The circuitry inside the suit is insulated with conductive neoprene that maxes out at just over 100 ohms, making it perfect for running the micro circuitry connected to the sensors in your suit while also protecting you from harmful electric shocks whether they come from damaged wiring inside the suit or an outside source like a taser.” _'__Gods, he really thought of everything.' _And before Peter could let out a word of praise the genius went on.

“The lining is also waterproof to protect the circuitry and keep water from entering your lungs, should someone try to drown you... as long as your mask is on that is." Peter gulped and swallowed a solid bit of air. The reality of fighting evil at this level was becoming increasingly daunting. But what Stark said next really threw him off.

"Finally, the lining has a burning point of 260℃ and is effectively fireproof, unless the Kevlar fabric gets some sort of reactant on it like gasoline or alcohol. Also, we should have mentioned this earlier but the suit is double lined on the inside so you get twice the layering of Kevlar and neoprene on the inside.” Rhodey brought his gaze up from the suit to meet his. Peter could tell whatever he was about to say next was going to be important.

“Again, this is not going to make you invulnerable. It will protect you from a lot, but the most important thing you can do to protect yourself in a fight is to use your skills and your head. You understand?”

"I do." The mentioning of his 'skills' made Peter think of something. He nodded his head toward one of the suit's wrists. "Tell me about the web shooters.”

Rhodey shared an amused smirk with Stark before he lifted up one of the arms of the suit while Stark pressed a thumb to a touch screen on the underside of the device. He heard a scanning noise before the couplings on the wrist detached. Once free from the rest of the suit Stark passed it to Peter and laid out the details while he looked it over.

“You see the little red button here on the side of the cartridge holder. It activates a spring release for the in use cartridge. Each one can hold 3 fluid ounces, and the utility belt on the waist of the suit holds 10 spares. You did bring some web fluid right?” Peter almost knocked his head into Stark's when he shot up at the realization that he didn’t have his formula. It honestly hadn't occurred to him that the genius billionaire had not managed to replicate his webs.

Thankfully, he had a jar in his backpack. He slung his bag onto the table and unzipped it halfway on the side facing away from his new mentor. _'__I uhhh, __don’t think they need to know this is stuffed in here with my spare t-shirts and underwear.__'_

Peter lifted the mason jar filled with off white fluid labeled 'Web Fluid' in black sharpie. Stark took the jar from him and examined it with sharp eyes before looking back at him. “You’re gonna have to start making this here, okay kid? No more stealing from your chemistry department's store room.”

Stark returned the web fluid to Peter, who began filling up the cartridges and placing them in the suit's utility belt.

“No complaints here. The process is pretty simple, it just takes some time. I’ll show you once we’re done with the uhhh 'retreat'.” Stark chuckled and shook his head looking to Rhodey. The air force colonel thinking he's caught on to the source of his friend's amusement looks at him.

"Kid, you're in a highly secure facility over 900 feet in the air, and you're surrounded by people who know what's going on. There's no real need for discretion. Though I do appreciate the attempt to maintain Opsec." Stark clapped Rhodey on the shoulder.

“Actually, I was going to say that the kid’s supposed to be learning from us and yet on his first day here, he says he’ll be taking me to class.”

Rhodey chuckled. “Well do you want the kid’s formula or not, Tony?”

“Of course I do." He picked up a filled cartridge that Peter had set down on the desk looked at the fluid inside with narrow eyes. "I’m just a little butt hurt I couldn’t reverse engineer it from the web strings that I recovered.” That stole Peter's focus from his task to the genius across from him. 

“You were pulling strands of my web off random buildings trying to recreate it?”

“Mmhmm, I only ever got a couple strands back to the Tower before they dissolved, but the ones that made it; recorded tensile strength of up to almost 1.8 gigapascals.” He turned to look at Peter. “It’s cutting edge stuff kid, if you let me patent the formula for you, we can produce it at Stark Industries for industrial use. The profits could set you and Aunt Walnuts up for life." 

_'Oooh wow, there were so many crazy ass words in that crazy ass sentence. Patents? Profits? Set up for life?' _Peter was left stammering.

"I ummm, I mean, you don't have to. How would we even-" Stark was quick to fill in the gaps for him.

"Simple! Once you're officially my personal intern on paper we refine the formula a bit and produce some variants that are different enough from Spider-Man's webs so as not to arouse suspicion while being more suited for industrial use them in SI's projects. You would, of course, be well compensated for your contribution to the world's largest tech conglomerate." Peter, still stunned, could only think to ask one question.

"Com- Compensated?? Compensated how?"

Stark just clapped his shoulder. "We can talk numbers when we have more time Mr. Parker. Rest assured SI pays our private contractors quite well. For now, let's finish here. Which brings us to the last, and possibly most important part of your suit, the mask." Stark removed the mask from it's mantle and handed it to the webhead. "Notice the eyes?”

Peter felt over the white material, noticing it was different from the Kevlar on the rest of the suit, but still thick, and completely opaque. “How exactly am I supposed to see through these, Mr. Stark?”

“Put it on.” Peter looked up from the mask to Stark's face. “Right now?” He asked

“Mmhmm.” Stark nodded to the mask, urging him to get on with it. But before he could begin working the mask over his head Stark’s glasses beeped and caught his attention. The genius tapped the frame turning the lenses into a screen. "What do you got for me, F.R.I.D.A.Y?"

“A message, Boss. It’s from Ms. Romanov.” The lenses displayed some kind of message board for him. His eyes wandered in front of him and then zig-zagged across the screens while he read. Peter, however, was unable to see what Stark was reading. The digital screen was visible from the other side, but there was some sort of distortion in the lenses that made the information displayed illegible. It made sense to Peter, that Stark would want to protect his Avengers communiqué from prying eyes. But he was also curious.

After a moment he removed the glasses and turned to Rhodes while nudging his head towards the door. Rhodes took his cue to start heading out, but Stark remained for a moment to fill Peter in.

“Alright kid, that was Natasha Romanov. She’s five minutes out in our Quinjet. Rhodey and I are gonna go meet her, The Vision and the new King of Wakanda, T’challa up on the landing bay. We should only be a few minutes.”

_'KING WHO NOW?!' _Peter’s eyelids blinked in rapid fire and he was at least 75% sure he was going to have an actual seizure. 

“Wha- Wait! Mr. Stark you didn’t tell me about any kings of any South African nations coming with us! I’m wearing a pair of ratty jeans and a t-shirt with a math joke on it. He won't take me seriously!” Peter looked down the the graphic tee he was wearing and frowned. "It' not even a clever math joke." Stark just shrugged and started following Rhodes, who was doing his best to contain his amusement at the teenager's predicament. He spoke to Peter over his shoulder as the pair of Avengers exited the lab. 

“Weeeelll, if you're looking to impress then put on your swanky new spider suit. I'm told T’challa’s wearing his.”

“His what?! Mr. Stark?!” Stark and Rhodey smirked as the former held the door open for the ladder, but before he stepped out he peaked back, his head just passed the closing security door.

“You’ll see, kid.”

End Chapter II

**Notes for the Chapter:**

> Guess who was needed at work all of last week and is a week late on posting his chapter yet again..... Disss guy. I'm gonna be giving myself two weeks per chapter from now on, at least until things get less crazy at work. Bonuses and overtime are nice though; so if things stay crazy I guess I won't mind. Regardless, for now, I'm gonna be taking an extra week to get the chapters out so I can keep trying to up the quality and be pleased with what I post. The more I plan the slower the pace of the story gets, but I just keep coming up with scenes I'd love to write. Also as things move along (and I promise they will... soon), I hope you guys will leave some requests in the comments for what you would have liked to see happen in the MCU. I really am writing this for you all and whatever you want to see happen, I will try to include. Until next time guys. :)


	4. Chapter III Civil War: Peter IV/ Tony II

**Summary for the Chapter:**

> Peter tries on the Mark II and makes a new friend. Stark lets out his frustration with the Accords. Team Iron man devises a strategy and sets out on their quest to find Team Cap.

**Notes for the Chapter:**

> Wow!! That was quite a break. Many apologies but the first few chapters of this fic needed work. And now, after months of editing , we're finally posting a new chapter after three months. The 'we' being myself and my fantastic beta reader [tempetepapillon](https://archiveofourown.org/users/tempetepapillon/works) who has been so helpful so make sure to give Tem some love in the comment. If you've already read through the first few chapters I highly recommend going back for a re-read because much has been changed or improved on. Hopefully now after this brief reset we can start pumping out new content on a semi regular basis again. That being said, please enjoy the chapter and leave some comments on what you think.

May 7th, 2016

**Peter **

The door sealed shut after Stark and Rhodes made their exit to meet the rest of their team upstairs where apparently... you can land a Quinjet. _'__B__ec__ause that’s totally normal; landing jets on the roof of your skyscraper.'_

Peter looked down at the mask still resting in his hands and then glanced back to the desk, where the remainder of his suit was neatly folded in it's case. He walked over to it and looked over the Mark II while setting his mask down. He gripped the suit on each shoulder and lifted it completely off the workstation, revealing the whole ensemble to him.

Once free from the support of it's mantle, the suit hung slack in his grasp. It looked to Peter like it might be too large for him, or a rather loose fit at best. Puzzled, he crossed his arms to turn the suit around and examine it's back. A large and anatomically ridiculous red spider emblem greeted him. It embellished the center of the back, right between where his shoulders would go, but it was different from the smaller emblem decorating the suit's chest and very different from the one on his homemade suit.

This one had a wide, circular cephalothorax with no discernible head and four pairs of short, stubby legs evenly spaced on each side. Frankly, to Peter, the only thing that it inspired was the notion that _The Great Tony Stark _has never seen a spider in his entire life. But the cosmetic issues of the suit would have to wait. For now, he would have to get the flimsy thing on, and hope it fit.

He tore his focus away from the horrible attempt at a spider cartoon to find a yellow post-it note stuck to the back of the neck. Peter peeled the note from the suit’s fabric and read out the instructions left in black sharpie.

_A Minor Upgrade _

_Press Emblem to Fit _

_Press Web Shooters to Activate _

Despite being left alone in the secure workspace, Peter’s instincts had him looking around to make sure no one was around before he began to undress.

_'Right... I'm 900 feet in the air in a secure Avengers facility; also totally normal'_

It was a habit built on months of ducking into alleys and crouching behind dumpsters to change in and out of his gear. The new suit definitely looked like it was going to simplify the process though. That was, if he could get it on. He still had a hundred questions about the mechanics of the suit and how those were going to work for his senses, but he figured since he had a few minutes at least before the team arrived in the lounge outside, he would just wing it.

_'Mr. Stark did tell me to put on the suit after all.'_

That and his only other option at the present would be to wait to ask Mr. Stark and introduce himself to the rest of the Avengers in a hoodie.

_'Fuck it! It can’t be that hard.'_

Once he got free of his clothes save for his underwear he leaned backwards onto the workstation, suit in one hand and the other resting on the table. From what he could tell, he was supposed to slip his legs into the widened hole beginning at the neck of the suit and tug it on from there. Once the suit was up to his torso he slid each arm into place and tried to let the slack rest on his shoulders. For a piece of Stark tech he found the process of putting on the suit fairly clumsy.

His right hand grabbed the mask off the desk as the other quickly combed through his hair back in an attempt to avoid any hair getting stuck in front of his face. He hooked a thumb on the inside of the sturdy material of the mask on either side and began slipping the fabric over his head.

The mask, unlike the suit, was made to fit the shape of Peter’s head almost perfectly. It was snug but not too tight to the point of being uncomfortable, and the moment he had it straightened out on his head a bright blue and red HUD similar to what he caught a glimpse of on Stark’s glasses appeared in front of his eyes. He looked back to the desk where he’d placed the sticky note.

_'Okay, press the emblem to fit.'_

With a flat palm, he pressed the center of his chest and in an instant, the fibers of the suit tightened around him and became rigid against his frame. This time Peter let his commentary slip out.

“Wow... okay, that’s awesome!”

He looked down to his wrists so that he could proceed with activating the suit, but on his right wrist he found nothing but an outline of exposed circuitry in the shape of the missing device. Remembering his earlier discussion with Mr. Stark and Colonel Rhodes where they removed one for him to examine, he started looking over the desk for the other shooter. The last thing he needed was to lose one of his two chief weapons right before he attempted to impress three of his six greatest super hero role models, not to mention the sovereign ruler of Wakanda and the android Stark created to save the world from Ultron.

“Crap! Where did Mr. Stark leave it??”

Just when his anxiety began to become noticeable, which he knew because the suit was already monitoring his vitals and displaying his raised heart rate and body temperature on his HUD, he found the missing device seemingly hiding on the other side of the suit's display case. Peter let out a sigh of relief and secured the shooter back on his wrist.

Immediately upon making contact with the circuitry, the device clamped back onto the suit and Peter turned his hand over to examine the pressure pad in his palm.

_'All right, Finally! Now just press web shooter to activate.'_

Peter imitated the motion he'd make when he casts a web on his homemade shooters and the moment his fingers make contact a large spider logo like the emblem on his chest appeared on his display. The circuitry of his suit flared beneath the protective fabric starting at his chest emblem and flowing outward to his extremities making the suit glow a brilliant bright blue. Before he could even try to navigate his suddenly more more complex HUD an American women’s voice emanating from the inside of the suit greeted him warmly. “Good evening, Peter!"

"D’uhhh, Hi! Hello?!?”

“Congratulations on being gifted the Mark II Spider-Man suit, and being officially made Mr. Stark’s new recruit for the Avengers Initiative.”

“Ah, Ummm thank you. I’m uh, I’m Peter by the way” For a synthetic voice it sounded almost human. _'No. She sounded almost human.' _ And a colloquial human at that because she giggled before giving her response. “Hehe, Yes I know your name Peter. Mr. Stark personally designed me to assist you and help you get acclimated to your new suit.”

“Mr. Stark designed me an AI?!”

“Well, technically I’m a natural language UI and operating system localized to this suit, but you were pretty close there Peter.”

“Okay... cool. Well, it’s my first time in this suit and the uh.. The mark I was pretty low maintenance.”

“Understood Peter. Would you like to go through an introductory user course for you?”

“Yeah! That'd be great umm... Sssuuit Lady??”

“Of course Peter. Did you want to begin right now?”

“Ummm yeah.. yeah, but first we should probably get out of the cramped laboratory with sensitive equipment laying around.”

“Great idea Peter! The lounge outside should have plenty of space.”

She sounded genuinely excited. Perhaps it was crass to immediately start comparing his suits UI to his mentor’s but he couldn't help but wonder how sophisticated she was in comparison Stark’s own 'F.R.I.D.A.Y.' 

Spider powers or not, he was still only human and his curiosity had been constantly spiked for basically three and a half hours straight now; so he cut himself some slack. Thinking of F.R.I.D.A.Y.’s designation had as he exited the lab compelled him to ask: “Hey Suit Lady, did Mr. Stark give you an acronymic name like he did his other OS?”

“Great question Peter! Mr. Stark's operative name for my system while I was being designed was simply ‘Mark I Spider Suit OS’, but he did program me to encourage you to pick out a name yourself”

Peter stepped down into the center area of the lounge and sprawled out on one of the luxurious couches finding them to be as comfortable as they were simplistic. _'And probably very over priced, so keep the shoes of the leather, Parker.'_

“Sooo.. we get to pick your name for you?”

"You do, Peter. As the primary and exclusive registered user for this suit only you can change my designation. I can't change it on my own.”

Peter folded an arm behind his head and pondered. This level of personal authority was a new and daunting experience for him. Looking back on his life, he recognized that so many critical and formative were completely out of his control.

He’d spent so long just... reacting, instead of getting to have any semblance, any modicum of control over his fate. His parents dropped him off at his aunt and uncle's when he was just a child and disappeared until their bodies were found in the East River weeks later. He was only a kid and it just happened to him.

Then the same happened with his uncle. Killed at gun point by a thief on the run with almost no warning. Except this time, he had to watch it happen. The hollow point round from the thief's handgun ate through his uncle's liver like tissue paper and he bled out 3 minutes, well before an ambulance or any officers arrived. All he could do was hold his uncle’s hand as he died. Another part of his family stolen and he could do nothing.

Even the greatest thing that ever happened to him; getting his powers. It was just an accident. Depression and curiosity drove him towards any distraction he could find at the time, and his class just happened to visit Oscorp while they were experimenting with whatever those spiders were.

Perhaps it was odd to come to this particular epiphany from a program not being able to choose its own name, but Peter felt firmly compelled to give the choice back to this amazing creation that Stark made for him. 

It was a small first step into something deeper than the schoolboy heroics he had been engaging in the last few months but Peter understood in that moment, if he was going forward with this opportunity, he had to make two promises to himself.

The first; he had to be responsible for making his decisions from now on. 

The second; that even though he acquired his powers by accident, he was going to use them to give people opportunities and fight those who would take them away. Starting with letting his UI pick her own name. Not that Peter resented his naming or that he didn't like the name 'Peter'. It's just it would have been cool to pick his own name before all the paperwork was done.

“Well... I can’t just keep calling you suit lady. And I don’t think it’s quite fair to get to be the one who picks your name for you sooo... Why don’t you pick your name?”

A beat followed and the room grew quiet. Peter figured the system was struggling to process what he had suggested, most likely unable to anticipate that he would refuse to be the one to pick his system's name. _'__Oops... maybe she isn't quite as sophisticated as F.R.I.D.A.Y.'_

But after a moment the OS responded in a relaxed tone. “To confirm Peter, you're giving me administrative authority to change my designation?”

He was sure. “Confirmed. What would you like to be called?”

“Well... after Mr. Stark finalized my core programming, the woman responsible for finishing my coding and uploading me to your suit, effectively giving me life, was named Karen Lovelace. In a way, she was like my mother. You could call me Karen, if you would like?”

Peter was sold, his new AI (_or UI.... whatever_) was awesome and definitely as advanced as Mr. Stark's. “Yeah! Yeah I.. I think that’s a great name. Karen it is.”

“Very well Peter. I’ll change my designation to Karen. Would you like to start your introductory course now?”

“Yeah, Mr. Stark and the rest of them will probably be back soon so we don’t have much time.” He rose off the couch and began to limber up.

“All right... Where do we start?”

* * *

**Tony**

Tony and Rhodey were standing at the end of the landing pad atop Avengers Tower underneath an overhang specifically designed to make the top of the tower inaccessible to any aircraft other than the revolution in aerial maneuverability that was the Quinjet.

He had F.R.I.D.A.Y. in his ear keeping him informed on the jet’s proximity to the tower but Rhodey was the first to see them on approach. Even from the short distance the human eye could spot the jet, they still couldn’t hear the roar of the it’s stealthy supersonic engines over the wind. His best friend turned to him and shrugged. “I spent most of my life on air bases where it felt impossible to avoid the sound of jets coming, even from miles away.”

Tony turned to look at his friend with a nod. He brought a hand up to run it over the well trimmed hairs on his chin as he listened to his friend reminisce.

“No matter where you were on site; you could be playing music, chitchatting, taking a shower, even have ear plugs in. You’d hear the weapons of war we made coming long before they touched down. These things-” Rhodey pointed to the barely visible dot on the northern horizon. "These things still freak me out every time they're coming." They shared a laugh before Tony took a shot at him with his nearly patented brand of sarcasm: 

“Well, you see the of a stealth jet Rhodey, is not being able to hea-”

“Okay would you shut up, Iron Ass! I’m tryin’ to make a point.” More giggles followed, but Tony could be unrelenting.

"I'm just saying! The dangerous War Machine being unsettled by a quiet jet would make for some good or well.. hilarious press. At least better than that attempted 'Iron Patriot' re-branding you got back in 2013." Rhodey rolled his eyes in response while trying to muffle the chuckles spilling out with his words. "Oh god. Please don't bring that up. I did not pull your punk ass out of that particular and quite literal fire, just to take this shit from you Tony."

After that, Tony decided to let him off easy. He never could help himself when it came to saying something clever, and lucky for Tony, he’d found a small family of people who were willing to tolerate it. “All right ‘War Machine’... What’s your point?”

Rhodey crossed his arms and extended one hand to the incoming Quinjet, now only a few hundred meters away, most likely locking into its approach vector. “My point is, things used to be simpler. We knew the possible from the impossible, we knew who our enemies were, we knew who our friends were, and we knew the rules.”

He scoffed and let his shoulders slump over while he shook his head. “And now we’ve found ourselves fighting against our friends with a team of impossible people over a bunch of rules we hardly understand, that we let strangers write for us... It's just-" He dropped his arms in defeat. "It all feels backwards Tony.”

"You regret signing?" Tony couldn't help but ask. The fear of losing his best friend too when so much was already on the line made him speak impulsively. 

He turned away and leaned forward onto the railing on his left, unable to bear looking Rhodey in the eye if his answer was something that he didn't want to hear. Maybe the pain would be blunted if he didn’t have to see his best friends eyes when he told him that he had to face this on his own. But Rhodey never let Tony down before and it would appear that wasn't going to change tonight.

“Of course not Tony, but their needs to be a... a system. It can’t just be the few of us making these decisions anymore. Vision was right. We NEED oversight but... but what happens when we find Cap and Wilson and they won’t turn over Barnes?”

Tony spun around to rest his backside on the top of the rail and placed his hands on either side. He knew his answer immediately but he needed to phrase it right before he let his anger and frustration answer for him. He took too much time though, because while he thought on it, Rhodey challenged him even further. He pointed to the inside of the tower and squared off his chest with Tony's.

“You gonna make that 15 year old kid in there take them on? You willing to put Wanda, and Clint, and Sam, and Steve behind bars? Probably for the rest of their lives, _if_ we can even capture them. I mean, maybe a few days ago I would have thought Vision could handle Wanda, handle all of them even; but after what happened at the compound... Tony I’m not so sur-”

“Well then, WHAT AM I SUPPOSED TO DO!?!” And there it was. All the fear, and anger, and frustration he's been holding in since Steve refused to come to Vienna with him to sign, laid to bear in front of his best friend who knew better than anyone, that of course Tony Stark would put this all on himself. 

Rhodey crossed his arms and sighed while watching him intently. Tony's breathe was coming in staggered, short gasps leaving his chest shaking, arms quivering as they held onto the railing as though if he let go would fall into a bottomless pit. When Rhodey spoke again, his tone was reassuring. “You think objectively. You gotta think, ‘What would I do if Steve... was just some guy?”

The Quinjet cut through Stark’s line of sight behind Rhodey as it made a loop around the tower to maneuver the rear towards them and the engine cut off leaving the jet suspended by repulsors on it's underside, allowing it to slowly lower itself vertically onto the landing pad. Once the jet’s landing gear connected with the pad three separate locking mechanisms clamped onto the wheels and the pad drew the jet backwards into the tower.

The landing sequence had drawn both his and Rhodey's attention for the moment, but Tony desperately wanted to use the last few seconds of privacy available to reassure him of his resolve. What could he say though? The odds were against them, Tony knew it. For all he knew it may already be too late to save their team and their relationship with the UN. But he had to try, and to do that he just needed to know that after all this time, Rhodey was still going to have his back. He asked the most important question he could think to ask.

“You still trust me, right??”

Rhodey actually looked shocked at the question. “Yeah... of course Tony”

“All right. Then help me make a plan with this new team so that maybe we can still save our old one. And the kid is more capable than you know.” Tony extends his hand for Rhodey to shake.

"You got it." Rhodey accepted the gesture. Their hands clasp as the jet's ramp lowers itself to the ground and two out of three of their expected allies make their way out of the jet. _'__Well they may be a man, or well, android short, but Nat and T’challa sure make an intimidating pair.'_

The two of them strode down the ramp armor clad, Natasha with her wrists resting nonchalantly on the twin holsters at her sides, and T’challa squeezing his vibranium helmet between his right forearm and his hip. They walked with a confidence that only true warriors could possess, and the eerie calm resting on their faces spoke to their absolute discipline. It was truly impressive to Tony, especially considering their circumstances.

The former being forced to go on a manhunt for two of her best friends and one of her mentees while the latter had lost his father only days ago, simultaneously forcing him into the public spotlight he hated so much and onto a throne he probably doesn’t feel ready for. Not to mention currently hunting down the man he believed to be responsible for his father’s death.

Nevertheless, the two appeared completely at ease, but Tony knew better than to take things at face value; especially where Natasha is concerned.

_'Things aren’t always what they seem with you, Romanov. We’ve all got high stakes in this.'_ However it was their new teammate who required Tony's immediate attention. T'challa's will to help them find Roger's was tentative at best.

“Prince T’challa, thank you for coming. Ms. Romanov tells me you’re incredibly skilled and we’re going to need all the help we can get.” T’challa motioned to the former assassin on his right with his free hand.

“And she tells me that you can locate Captain Rogers and James Barnes within the next twenty-four hours. Despite Wakanda's considerable resources, we have failed to get a reliable location on the Winter Soldier. Were that not the case, I would be pursuing him myself," he stated, his native Xhosa accent coloring his words.

Tony could hardly imagine Wakanda being able to muster the kind of technological resources one such as himself would describe as _considerable_, but this alliance as fragile enough. He sees no reason to rock the boat to satisfy his love for biting sarcasm. 

“Well, perhaps that is because you only thought to look for them and not their allies. Speaking of allies, Ms. Romanov where’s the sixth member of our party. I figured he would have come with you in the jet.” Natasha nodded and had a concerned look on her face. 

“Yeah, I asked Vision to come on the jet, but he wanted to fly on his own. He should only be a few minutes behind us... And if he's is our sixth then I take it things went well with our new recruit.”

_'O__bservant as ever Ms. Romanov.'_ “No slipping anything past you, is there?" 

"If by 'slipping past' you mean explicitly stating the exact number of players we'd have on our team if everything went according to our plan, then yeah. That was some real Sherlock level deductive reasoning on my part." 

Tony rolled his eyes. "Uh huh. He’s downstairs trying out the suit... He’s a good kid, Nat. I think he’s gonna do well for us.”

“Well, let’s hope so. We’re going up against some skilled players.”

“All too true, we're going to need a tactical advantage. How’d things go with your little recon inquiry at the compound? Did our hunch pan out?”

“Yes I'm... I’m almost disappointed in him. What he did at the compound was reckless.” And there was Natasha's fear. That her desire to do the right thing, to cross some red out of her ledger was going to force her to fight two of her only friends left in the world. Tony knew that fear all too well at this point.

“Well, he feels like he owes Wanda. What I still want to know is how she overpowered Vision. It shouldn’t have even been possible; let alone _easy_.”

“We took a risk training her, making her stronger. I guess... this is us reaping what we sowed. I really don't know how she beat him so easily though, Tony. You'll have to ask him when he gets here. Be nice!.”

Tony rolled his eyes at Romanov's last remark. "He's an android wielding a magic stone that Thor called 'unparalleled in it's destructive capabilities'. If Wanda was able to beat him, he should be running numbers in his head to figure out a way around it for next time."

Romanov shook her head at Tony's blatant lack of concern for Vision. "Tony, you know that he's more than just a computer with a body, right? He cared about Wanda and she turned on him. His wounds from that fight aren't physical. She betrayed him."

"Yeah, I gues-” “Pardon, Mr. Stark”

The familiar synthetic, British tone cut him off and Tony turned to see Vision gracefully descending from the open air onto the platform behind him. It as eerie how effortless the android made sustained flight look. “Apologies for my interruption, but we should begin making our strategy to apprehend Captain Rogers and his accomplices. We are short on time.”

_'Oh, now that Wanda has run off with him, we're eager to catch up to Rogers.' _Tony thought to himself as Vision touched down without so much as a sound. 

However, despite Vision's justified urge to be hasty, Tony had some questions for him. He needed to know what happened at the compound from the horse's mouth. Without the right intel they could quite possibly be rushing toward a fight they couldn’t win. And call him selfish, but this as a conversation he did not ant to have with his new recruit around.

"The kid’s waiting for us downstairs, but before that you have some explaining to do.” Tony squared off with the android who was trying to walk past him and placed his extended fingers on the Vision's chest to stop him in place. The sun had almost set, leaving the New York skyline behind Vision a pale red and pink that nearly matched the complexion of his semi-metallic skin. The Vision was nearly half a foot taller than Stark, and far more formidable looking. But under the scrutiny of one of his creator's stern gaze and his added harsh tone, the android seemingly shrank; shrugging his shoulders and cocking his head towards the ground but unable to completely look away either.

Looking vulnerable as he did, Tony considered for a moment that Vision might be the more human than he'd previously thought. There were so few people left who allowed themselves to be completely earnest in their mannerisms and so open about their self-doubt. But this was not the time to consider the authenticity of Vision’s personality; now was the time for answers.

“You were supposed to keep Wanda at the compound until we were able to apprehend Steve, Sam, and Barnes. Instead you allowed Clint Barton, who we warned you might have been contacted by Rogers, to enter the compound undetected and distract you while he extracted Wanda and stole one of my jets!”

“I tried to stop them. He-”

“Yeah, you tried. I’ve seen the security footage. Your ‘trying’ seems to mean letting Barton set a trap for you that you walke- I’m sorry, _f__lew_ right into. If Wanda hadn’t resisted leaving at first, they would have made good their escape in minutes. Then, once you managed to get free, you engaged in a pointless physical skirmish with a man you could have knocked out immediately.” As his criticism grew more forceful, Tony began unconsciously pushing forward, pacing the android backwards towards the edge of the platform. Vision made an attempt to explain himself with a timid voice.

“I did not want to risk causing unnecessary harm to Clint’s person; he has fought with us before and he is a good man at heart." Tony scoffed, that as bullshit and he knew it. Vision was more than capable of apprehending even a skilled spy such as Barton without causing him any _real _harm. The making of excuses was wearing on Tony's patience and his pace quickened as he continued his scolding.

“A good man who is currently escorting the most powerful one of us in a stolen Quinjet to help Rogers on a non-Accords sanctioned, wild goose chase with two other fugitives. I did not help to create you, or _allow you _to be created to make excuses. I did it so that humanity would have someone who would protect them no matter the cost. But ever since Wanda refused to sign the accords your loyalty has been split.” The Vision was now only a single step from the edge of the platform. Just as Rhodey was going to call out and warn Tony, the android tried to mount some semblance of a defense: 

“This is not just about the accords Mr. Star-” That was the last straw for Tony, he was quick to cut the android off in a tone that could only be described as furious.

“THAT IS EXACTLY WHAT THIS IS ABOUT!!” The Vision recoiled to find no footing behind him, so he kicked backwards off the platform, leaving him suspended in the air in front of Tony. The android was invulnerable to ordinary humans, and even with his most powerful suits and all the firepower he could think to use; there was most likely nothing Tony could do to hurt him. But Tony had helped create The Vision, and that had clearly installed in him, a hefty dose of respect for Stark’s perspective and his stance on moral consequentialism. Perhaps even a deference to it. That and being scolded like a child was a brand new experience for him, which the billionaire hadn’t considered.

The Vision’s mature physicality and inherent wisdom that comes from being an AI, as well as possessing the mind stone. It often made Tony forget that the android wasn’t even two years old. He might not be a toddler, but he still had yet to personally experience the full scope of human deception. So he couldn’t understand that if Wanda was willing to put him on his ass once over the Accords; she would most assuredly do it again. Tony looked up to the hovering android and leveled out his tone to something closer to normal. 

“Vision, if we don’t manage to bring these idiots in ourselves, then Joint Special Operations Command is just going to send kill squads to bring in their cold bodies. I need to know... _how_ she beat you, And I need to know _now._ Because you are right; we are short on time. And if we can’t find a way to neutralize her we are all screwed, and the Avengers are toast.” As Tony’s tone relaxed, so did Vision. He returned to the platform landing at Tony's side. 

“I had Clint in my grasp, you saw it on the tape. She... She must have used some variant of her telepathic abilities to activate the mind stone and use my phase shifting against me, because I didn't drop Clint. He just slipped out of my hands. I tried to fight her and take back control of the stone, but she overpowered me. Blasted me from the top floor of the compound, all the way to sub-level 5." Tony's breathing became ragged as Vision explained what happened. Using her telekinesis to move him was one thing, but telepathically accessing the stone and using it against him was a terrifying concept. He tried to regain control over his breathing as the android went on.

"By the time I recovered and was able to extract myself from the pile of rubble they had stolen a jet from the hangar and were gone. That’s when I contacted you.”

“Shit,” Tony muttered under his breath, but he felt like shouting it from the top of Avengers Tower with a megaphone for the whole world to hear. Because if Wanda won’t see reason whenever they found her and she could control The Vision and his powers... then they were well and truly fucked. He turned around to look at his team who all just heard him halfway lose his shit which... with the benefit of hindsight, was probably poor leadership.

He found Rhodey and Romanov sharing a concerned look, while T’challa kept his icy resolve and elected to offer the genius some advice. He spoke as if he kne exactly what Tony was thinking. 

“Then perhaps our energy would be better spent downstairs making a plan, instead of shouting at each other on a rooftop. If raw strength will not in us this fight, then we will have to rely on tactics to gain an advantage.” He motioned his hand to the doorway on his left. “After you, Mr. Stark”

T'challa's interjection tore his gaze from his friends to the Wakandan prince. Tony took a moment to breath before looking back to Rhodey who gave him an affirming nod followed in suit by one from Natasha. He let out a small sigh and started walking. “All right, let’s get inside. It’s like Vision said.” He turned his head over his shoulder to briefly lock eyes with the monster to his Frankenstein. “We don’t have much time.”

* * *

The majority of the walk down to the lounge was filled only with the shuffling of feet, and unspoken doubts; about the team, the mission, the accords. Not one person in this group was objective like they were supposed to be on this kind of job. Stark, Rhodes and Romanov were all torn between loyalty to their friends or to their principles; Vision was torn between a connection with a girl that he could hardly explain and his base morality; T’challa, who should most likely be securing his position as the leader of his nation and providing them with some sort of reassurance, was instead hunting down his father’s accused killer with a group of strangers.

_'In fact,'_ Tony thought that as crazy as it sounded, _'__the 15 year old kid waiting one floor away might be the most objective out of us all_._'_ He would need to form one hell of a plan if he was going to get these six 'heroes' to coalesce. At the beginning of the last set of stairs before they were on the upper level of the lounge, T’challa finally broke the uncomfortable silence. Tony had seen out of the corner of his eyes how the Wakandan had been side-eyeing their android partner since he arrived. His words cut through the atmosphere like a fine knife.

“So why did they name you The Vision?” Broken out of his guilty reverie, Tony peeked over his shoulder to find Vision with a curious expression as he looked back at T’challa.

“It is what Thor referred to me as when he helped Mr. Stark and Dr. Banner complete the integration of the program J.A.R.V.I.S.’ matrix into my core programming. His vision. One that was given to him by Wanda Maximoff’s telepathic powers.” T’challa’s curiosity had clearly not been sated.

“And this was the same Wanda who used the magical stone in your head against you and threw you into a basement?” Tony became agitated at his insistence. They needed the prince’s help but there was only so much he was willing to divulge and he didn’t exactly trust Vision’s judgement lately.

“You know you don’t have to answer these, right? He jus-” T’challa was quick to cut him off.

“Actually Mr. Stark, since this android has clearly been partially made with the missing, and might I add, stolen Wakandan vibranium from Ulysses Klaue's stores. Therefore, as ruler of Wakanda, I am more than entitled to have it answer any of the many questions I have.” But before Tony could more than likely ruin their fragile alliance with the less than polite response he had to the young prince's arrogance, the Vision interjected.

“If you would, Prince T’challa, I’d prefer to be addressed as a he, as a male... instead of an it.” The young prince looked perplexed at Vision’s request.

“You identify as a he??” Tony took the distraction as a good opportunity to look away and stow his remarks for the 'Black Panther'. While he elected to remain silent for the remainder of their short walk down. Romanov however, was quick to support the Vision.

“Well since his physique is based off a human body and he is in fact, a sentient life form who didn’t choose the conditions of his creation; I’d say he’s more than 'entitled' to identify as male; if he so chooses.” While he didn't find Romanov's snark surprising, albeit risky, he did appreciate her taking the opportunity to further steer the conversation away from something as tense as stolen Wakandan vibranium. _'Mistress of espionage indeed.' _Tony thought to himself.

He swore, if this is what causes their sixth party member to walk out and possibly sabotage their chances of intercepting Rogers, he might just consider early retirement, find Pepper, drop to his knees, and beg her to run away to Fiji with him. Luckily the debate over Visions gender continued peacefully he scoffed as they approached the stairway doors that open up to the upper level of the lounge where Peter was waiting for them. He was really counting on Peter to be the least jumpy of them all. Hopefully he would serve as an inhibitor to any unwanted conversation topics._'__God, kid, you better help me get these Avengers and Prince Entitlement back there focused or this is going to be a useless strategy session.'_

He flung both doors open and the scene he found was certainly distracting to say the least. Perhaps he hoped too soon when he thought Peter would be the 'least jumpy' because the lounge had webs slung all around, stuck on nearly every surface and the kid was currently leaping from the other end of the balcony clearly trying to perform some kind of acrobatic web shot.

Therefore, the first his four companions saw of Peter Parker was him flying through the air, legs bent up so they didn’t collide with the railing he launched over, upper body twirling in the air to launch two strings of web behind him on the underside of the platform he leapt off. With a sharp pull on the webbing, he launched himself backwards and tucked his body into a flip before landing on his feet on top of the empty bar. His voice was ecstatic after sticking the landing. “Whooo!! Karen, that was awesome! I think we should call that one the 'web zi-.” Peter froze in place when he saw the other five members of his team arrive much earlier than he was clearly expecting.

“Excuse me, but who is Karen? And why does my lounge look like the janitors haven’t dusted for cobwebs in three decades?!” Tony's voice was as indignant as it was incredulous, as it echoed across the expanse of the room while Peter looked around the see the mess he'd made of the area. 

Peter hesitantly removed his mask stuttered as he spoke. “Ohh I umm. Hey! Hey Mr. Stark I was just umm... I'm, I'm gonna clean this up. I swear." Tony rolled his eyes. He had hoped the kid would come across older than he was to the team so he would have less explaining to do, but that was clearly too much to ask. "Not what I asked kid. What were you up to before we walked in?

"I was just umm, I was going through the suit’s introductory course.” His stammering evened out a bit, but the longer he spoke the weaker his voice became. Tony made his way down the stairs to the lower level, looking around the room as he walked.

“Yup... Yup, I can see that from all the practice shots currently decorating my living room. Who’s Karen?”

“She’s uhhh, she’s what I named the suit lady.”

“The... suit lady?”

“Yeah, the OS you put in the su-”

“Yes, I know what you mean." Tony cut him off. He could not handle one more painfully obvious response to a question or he'd without a doubt have a brain aneurysm.

“You did ask, Mr. Stark.” Tony shot the kid a look that shut him up right away, save the the gulping sound he made in response. 

“What I was asking, was why are you calling the incredibly sophisticated UI I designed for the Mark II a.... ‘suit lady’?”

“Well I've been calling her Karen, but you clearly don't like that name. I’m ummm... sorry about the place. I promise I'll clean it up.” Tony's response came immediately.

“Nope. No time kid.” Tony turned around to find the others watching the scene unfold from the top of the stairway and gestured to the couches “Alright children! Class is in session. Please take your seats.” Tony planted himself in front of one of the long couches and motioned Peter over to join him, while he waited for the team to get seated.

He could hear Romanov and Rhodey whispering jokes back and forth on their way down about the domestic strife that just unfolded. He thought he heard a faint 'modern family' reference, which meant Peter definitely picked it up, making his situation slightly more annoying. He decided to ignore his friends and removed the Stark pad from the side pocket of his coat and set it on the table. He heard Rhodey greet Peter behind him.

“So kid, looks like you’re enjoying the new suit.”

“It’s amazing, Colonel Rhodes! The sensory controls in the mask are going to be so useful, Mr. Stark's idea to create faceted eyes with multiple camera lenses on each eyepiece was brilliant. As a redundancy, the material is one way see through in case of a system failure. That and they have an auto-reactive filter against flashes and bright light. The web shooters are great too! They easily have twice the range and capacity of my homemade ones.” Tony looked over his shoulder at his old friend and cut in.

“Rhodey, why don’t you introduce Mr. Parker to the rest of our team and then we’ll get to work.” Tony hated being the killjoy but they needed to get started. He turned back to his pad and began opening all the relevant files for their strategy session. The other three members of the team moved behind to shake hands with the young spiderling while Rhodey made the introductions.

“Guys this is Peter Parker, but outside of this room he's to be referred to as Spider-Man. He’s kept his identity a secret for good reason. Spider-Man, this is Natasha Romanov a.k.a The Black Widow. On her right is The Vision, and on the left her is Prince T’challa of Wakanda, like you, he also values his privacy as a matter of state. So you’ll be referring to him as Black Panther.” Before any awkward chit chat started, Tony directed his team to the table where he had set up.

“Fantastic! Introductions made, let’s get to it.” Peter was still in the middle of shaking T’challa’s hand when he cut in, but they all knew the gravity of the situation so no one argued. The team all found seats around the table and Tony began. He tapped the Stark pad resting on the table and a series of photos of Cap’s team appeared in a holographic projection between the six of them. As Tony talked he pointed to each of the six respective team members. _'__Funny, six on six, it almost sounds like a fair fight.'_

“Okay.. This is what we’re up against. Remember, if negotiation doesn't pan out, the goal is for non-lethal takedowns on all six of these people.” He expanded two of the six files. “Highest priorities are Steve Rogers and James Buchanan Barnes, calls himself Bucky. Enhanced physiology which mean: enhanced reflexes, super strength, and super stubbornness.... Dibs, by the way.” Tony motioned to his black eye. “I owe Barnes a beat down.”

“As do I,” the Wakandan prince cut in. “I did not come here to help you deliver Barnes to the UN. I came to get justice for my father and for my country.” Stark wasted no time conceding. He may owe Barnes a pavement facial for what happened in Germany but given the circumstnces they were in he couldn’t care less what happened to Barnes beyond him not dying.

“Fair enough T'challa is on Barnes, I'll handle Cap. Next is Sam Wilson, currently in possession of a Mark II 'Falcon' flight suit/armor, courtesy of Sharon Carter. Former S.H.I.E.L.D. agent 13 and now a member of the CIA’s joint counter-terrorism task force. We’ve been tracking her movements since she let Cap and Wilson out of their locked office space in Berlin where we were holding Barnes. Sure enough, after they escaped she personally confiscated their gear and took off. She is currently heading south and we believe she's heading for the Leipzig/Halle airport where she will rendezvous with Rogers and the rest of their team. It would match the trajectory of the Quinjet that Barton stole.” Stark noticed Romanov's face twitch at the mention of her friend and elected to ignore it and move on quickly.

“Wilson’s suit is equipped with built in 45. ACP machine pistols, six individual laser guided rocket launchers, and a reconnaissance drone equipped with on board Stark surveillance systems.”

“He calls it Redwing,” Romanov cut in, prompting a chuckle from Rhodey.

“He gave his drone a pet name? Wow... he really is an infant.” Tony appreciated his best friend's disdain for Wilson’s childish outlook on heroism, but he was anxious to get on with this. As of now it was 8:00 in the evening, the last rays of sunlight were gone from the sky and they had only 24 hours left to bring in their targets.

“Let’s stay focused guys. I can hack Wilson’s tech, but I’d need to get close and it will take a little time. His pack has it's own hardware equipped with security that I designed, and without a back door. Dammit.” Peter spoke up this time, in fact he actually raised his hand before he began talking. “Mr. Stark I thin-”

“First things first Spiderling, this isn’t an actual classroom despite what I said before. If you’ve got something to say, say it. There’s no need for raising hands.” Peter nodded and dropped his hand.

“Right... Well I don’t think hacking the suit will be necessary.” He pointed to the holographic schematic of Wilson's wing suit and narrowed his eyes. “How much pound force do the servos for the wing retractor generate?”

“Not much, the wings are carbon fiber so they're much lighter than they look. Probably 10 foot pounds per servo. Why? What does that matter?”

“Well, then my webs can jam up his wings, probably the thrusters too, since the fluid isn’t flammable. Hacking in would be a waste of time when I could just physically disable the wings.” Tony nodded with just a hint of a smile. He moved on quickly, hoping no one would notice.

“Alright. Good enough for me. The kid will take Wilson, but we have something special for you too junior. Next up is Wanda Maximoff.” The fourth file expanded opening up footage of the young witch practicing with her powers in the compound's training facility.

"Telekinetic, telepathic, energy manipulation and... thanks to Romanov here, her CQC chops aren’t too bad either. Her only weakness is that physiologically, she's completely base line. If one of us can get close; we can knock her lights out as easily as any early 20's wiccan.” The Wakandan prince seemed unconcerned when he spoke next..

“Perhaps we don’t need to subdue her at all. The task force wants Wilson and Rogers; I want Barnes. If we can successfully extract those three...” Tony made to interject there since T'challa clearly did not understand what the OP was but Romanov beat him to it.

“It won’t play out like that. Clint and Wanda will never abandon Rogers. We give them one chance to stand down and if they refuse, we need to be prepared to beat them all.” Tony didn't think he could have said it better himself. He looked to each person seated around him “Agreed?”

The five heroes surrounding him replied in unison: “Agreed.”

“Okay, then back to the previous issue... one of us has to get close to Maximoff." He turned his head to look at Romanov again. “Nat you up for it?” It as a heavy question. To ask his friend to not only take on her own best friend but also her mentee. However, before she could respond the Spiderling volunteered.

“Maybe she doesn’t have to.” Tony watched Natasha turn to give his prospective spider-mentee a curious look. She leaned forward and commanded more than requested: “Elaborate.”

Peter stood up and reached for Wanda’s open dossier to magnify the video file of her practicing her magic. He zoomed in on her hand movements and let a short clip of her using her magic play on a loop. “She seems to need her hands and fingers to use her powers, so she’s not technically telekinetic or telepathic by a purist definition; it's all just her energy manipulation acting _like_ a gateway to those abilities so... if we can immobilize her hands...” Tony caught on and finished for him.

“We can cut off her powers. You can web her up from a distance and neutralize her.” Natasha however, had reservations.

“It would need to be quick and very thorough, if even a couple of her fingers remain mobile she can use her powers to tear his webs apart. The best plan is still to render her unconscious.” 

Tony nodded in agreement and looked to Rhodey who was clearly thinking something over, so he prompted him to speak. "Rhodey... What do you go?” He watched his friend's eyes drift from the footage to his own. He had concern written all over his face when he spoke. 

“Well, the Mark III War Machine armor does has a sonic cannon installed in the right gauntlet. It’s similar to what Ross tried to use on Banner back in '08; just smaller. If you can get her immobilized, I can knock her out without getting too close. Worst case scenario: Wanda might have some hearing damage to live with.”

_'Well actually, worst case scenario is Wanda tears us to shreds with her powers but... S__hit! This is actually starting to look like plan.'_ Tony thought as he leaned back and gave Rhodey a nod. He closed Wanda's file and expanded the last two to be addressed.

“So... that just leaves Barton and Lang.”

“Lang?” Peter moved over to Tony’s side of the table to examine the file with him."I know Barton is Hawkeye but who's this 'Lang' next to him?"

“Yup, we didn't know at first either. Turns out, before turning east, Barton made a stop in California. Traffic cameras spotted him approaching one Scott Lang in downtown San Francisco.” He highlighted Lang's file and brought up a criminal record which he read from. “Breaking and Entering, Burglary, and some sort of kerfuffle with San Francisco PD about a year back. The details are pretty sparse, but we know he's with Barton.” Tony watches Peter’s expression turn from confused to quizzical as he gazes at Lang's projection.

“So what does Barton want with a burglar? You think he’s planning on stealing something, or maybe trying to find a way to hide Captain America and Barnes?” Tony shook his head in response.

“That’s what Rhodey and I thought at first, but then we ran gait recognition on him and discovered some old footage from one of the compounds rooftop cameras.” He selected a file from Lang’s dossier and expanded it to play a video of Lang and Wilson on the roof of the compound and the brief fist fight that followed. Stark watched as his team squinted at the footage. It was no surprise to him that Natasha asked the most important question first. She got up from her seat and rewinded the video to a point of particular curiosity to everyone other than Tony and Rhodey.

“What’s happening here when he disappears like that, is Cap recruiting an enhanced who can actually turn invisible?” He considered it to be a decent theory, it was certainly one that crossed his mind during his first viewing of the footage. The quality of the video isn't stellar so unless you’d gone over it like he and Rhodey had, Lang's actual abilities would be hard to spot. Because of that, Tony nearly let his jaw drop when Peter voiced his on theory.

“Mr. Stark, is that guy... Shrinking!?! What the hell?”

_'Freakin' Spider senses, I swear...'_

“Damn kid, you really do have enhanced sight. It’s incredibly hard to see on the low res footage, but after some tinkering Rhodey and I were able to enhance the image and we discovered, that yes. He is actually shrinking. After we uncovered the footage, that Wilson conveniently didn’t report by the way, we started looking deeper into Lang’s record. Turned out we were incorrect to assume Barton was seeking him out as a burglar. Scoot Lang was investigated alongside Hank Pym and Pym Technologies.” Tony flicked the projection again and Pym’s profile appeared. “Took some digging but we managed to find some encrypted S.H.I.E.L.D files on Pym’s research released during the battle at the Triskelion back in '14.” Tony turned to nod towards the Black Widow. “Thank you for that, Ms. Romanov.” Romanov gave Stark a sweet smile in return.

“Definitely one of my finer hours. So what’s this Pym guy got to do with Lang? Is he the brains behind his tech?”

_'_ _I_ _ swear Ms. Romanov, you are the only one who asks any relevant questions any more.'_

“Precisely! From what isn’t redacted in the files, we think this Pym designed a suit that delivers a substance capable of compressing atomic structure and energy. Which he gave to Lang to use for corporate sabotage. Why? We don't know, but we do know it's what he used to toss Wilson’s ass all over the compound. I think it's fair to assume that he will have the suit with him wherever we catch up to Rogers.”

Rhodey snickered into his hands and looked up at Tony. “You're telling me Wilson got his ass handed to him by a dude the size of a ant?” Tony tried to contain his laughter. “Well, funny as it is, this also means they match us in number. Vision you’ll handle Tiny here and Romanov will handle Barton.” He turned to look at Nat and gave her a sympathetic smile. “No one here knows him better.” Stark saw her cool resolve falter for barely a second before her natural composure reappeared and she answered him in a smooth tone.

“Agreed. So assuming we're right about where they're all going, how does this go down?” It's moments like these where Stark recognizes how thankful he is for Romanov. With Banner gone and the team falling apart under his feet, it felt good having another realist to rely on other than Rhodey.

“Well, we're still tracking Sharon Carter's movements and are farily certain their rendevous will be the Leipzig airport. Either way, by 10 pm we're loading up the jet and heading east. Barton's obviously going to beat us there, but he'll have to wait at Leipzig for Rogers and the rest to arrive. We’ll be waiting for them as well.”

Tony brought up a schematic of the airport and a detailed image of one of their Quinjets. “We'll arrive in stealth mode and locate the jet. Barton won't be able to use a hangar, so it should be out in the open. Once we've located it and know for sure all six party members are there, we'll disable their jet and have German authorities lock down the airport. Then it's just a matter of rounding them up. Rogers will be expecting myself, Rhodey and Romanov to be coming after him, but he isn't aware of Black Panther or Spider-Man's involvement. So you to ill stay hidden until the fighting starts.”

"_IF_ the fighting starts." Romanov corrected for him. Tony nodded and took a step back from the table. He looked to each member of his team for approval. Once he received affirmative signs from each of his five teammates, he closed the Stark pad and placed it back in his pocket.

“That's it. That's the plan. We give them one chance to give themselves up. If they refuse... you all know your jobs.” Tony’s gaze dropped and he glared at the floor. Rhodey, ever the most perceptive of his friends, took it as a cue and stood up. “Alright guys, we know our time frame and we know the plan. If you want to get some rest or something to eat; now is the time. Wheels up in ninety minutes.” Tony listened to the shuffle of feet as they all stood up and decided how their leisure time would be spent. Romanov escorted T'challa to the kitchen, something about not having eaten since he chased down Barnes in Romania. Rhodey and Peter, however, stuck around for a moment. 

The kid looked at him like he needed an adult’s permission before being excused. “If it's okay, Mr. Stark, I’m gonna go with them. Ever since the bite my metabolism has been crazy; so I’d like to eat while I can.” He hadn’t considered that, and he was pissed at himself for not thinking of it. With increased stamina and strength he would have to metabolize more to create the energy it needed. _'Jeez,__ the kid must be practically starving himself at home and school to avoid suspicion.'_ He made a mental note to address that issue after this was over. For now, he would settle for letting the kid eat through his fully stocked kitchen. 

He motioned Peter along as his mind raced on about ways he could discreetly develop the most overloaded nutrition plan an adolescent pediatrician had ever seen. “Yeah kid, help yourself. Oh, and you probably wanna call May before we leave and give her an update. Let her know how the umm... 'retreat' is going.” 

“Oh shit! I almost forgot. Yeah, I’ll call after I eat something real quick” Peter's exclamation drew him out of his head to see the teen bounding off after the spy and the Wakandan prince.

_'Ughh. Sounds like the start of a bad joke. A teen, a spy and a Wakandan prince walk into a bar.' _

“Oh. Yeah, just uhh, help yourself to whatever and make sure to chew your food!” Tony rolled his eyes at himself. Thankfully Peter was already at the door to the kitchen before that last bit of boomer wisdom slipped out.

He turned to see an amused Rhodey scratching his chin and giving him a sly smile. He saw Vision in his peripheral levitate up and phase through the ceiling without so much as a word. Leaving him alone with his best friend. “You makin’ plans to adopt an itsy bitsy spider, Tony?”

He made his best attempt at an amused scoff, but the sincerity on Rhodey's face remained. “I can’t adopt him, Rhodey. He’s not some foster kid I’m just..." His voice faltered. He wasn't really sure how to explain what he was thinking so he just went with exactly what he was thinking. "He’s a good kid, Rhodey.” His friend looked unimpressed with his answer.

“I know he is Tony, but... why him? Anybody with the right knowledge and background could use one of your suits. You only just met this kid hours ago. Beyond being enhanced, why is he the one who gets a multi-million dollar piece of custom Stark tech and the next slot as an Avenger?" Stark replied with a bit more bite this time as he let his real truth spill out.

“I don’t know Rhodey! He's just... I’ve got a good feeling about this one, all right? Before we took our break, Pepper told me I would never be able to really quit as long as I felt like I had to carry this all on my shoulders, and she was right!" He took a step back and sat on the arm rest of the couch. Rhodey shook his head at him.

“I thought that’s why you wanted us to sign the Accords, so that she wasn’t so worried about it all being on Iron Man anymore.”

“That was before more than half the team refused to sign and I got forced to either chase down our friends or resort to sitting back and letting a J-SOC ghost unit hunt them down like animals.” He stood up, letting out a defeated sigh and moved to lean on the window Peter had been looking out of earlier. He stared down on Manhattan, now teeming with a brilliant amalgamation of artificial light.

“Peter isn't just here 'cause we're desperate for the manpower. I see in him the potential to be a better Avenger than we were. Hell, he has the potential for anything really, maybe even enough to take my slot on the team one day. He's smart, capable, and he's good. Despite everything, he is good... all the way through to his core." Rhodey had followed him and gazing out onto their home with him. "I really think we can trust him, I... I want him to be the best of us one day."

In his peripheral he finally saw Rhodey relax his features and let a small smile occupy his face. "So you make the kid's dreams come true and maybe Pepper takes you back when she sees you're making an effort to retire, is that about it?" Tony nodded while looking down onto the East Village.

"Yup, that's about it. And if we can keep the rest of our friends from being shot by NATO forces, I suppose that would be a win too."

Rhodey pushed off the shutters and put an arm around him. “We'll find 'em. C’mon, I’m hungry as hell which means you must be starving.”

* * *

**Peter**

Peter was still kicking himself for making such a mess of Mr. Stark’s lounge. Not to mention being caught doing so by the entire team. He did his best to make up for it and contribute during their strategy session. So far though, no one had said anything about it over late night breakfast food. Which he supposed was a good thing, but he still couldn’t help but feel slightly embarrassed. Talking to Natasha Romanov helped more than he thought it would. In his head he figured the notorious Black Widow would be more condescending and impersonal, but she was surprisingly warm. Intuitive and devilishly witty, but also kind and considerate. That and she didn't set off his sixth sense in any way so he felt safe to share bits of his personal life with her. 

He told her about his high school, his friends, his aunt, and how Tony came to seek him out for help. She laughed when he told her how Stark was able to find his suit in the attic with less than five minutes of looking around his room. "First lesson, маленький паук, the best hiding spots are the most obvious" She'd said to him in between bites of his second omelet. After an hour or so of eating and talking he looked at the clock on the far wall. 

_'Crap, only 25 minutes until we're leaving,__ I should call May.'_

He told the team he was going to step out and considered where he should go for some privacy while he retrieved his phone from the lab. It would be really awkward if he was on the phone with his aunt and she heard Black Widow calling after him. He decided the balcony would be as good a spot as any. He walked outside and leaned on the railing while looking at his phone. But like any teenager would, he looked past the screen straight down to the ground below. He whipped his head back immediately, “Wow, that’s high.. I... am... _really_ high up.”

_'Focus Peter,_ _ you haven’t even checked your phone since you called Ned earlier.'_

He unlocked his phone to call May but he already had a couple unread texts from her. Nothing unexpected. General concerned aunt stuff about how everything was going as well as some motivational quote thing she must have pulled off Facebook. He wrote out an almost comically non-detail oriented reply telling her that he got to meet the team he'll be working with and that his first day was great. He still hated the lying, or well, the intentional omission of information in this case. But by now he's learned that there isn't much real distinction between the two; they're both a deception. However, he's also learned that the most believable lies are ones that run parallel to the truth.

After pressing send he exited his aunt's contact page and found a missed call and a voicemail from a number he didn't recognize, which was odd. He had his number on a ‘Do not Call’ list so it wasn't a telemarketer. It also had a 917 area code just like he did so it was someone local.

_'Hmm, maybe someone from school? _ _Gods, Ned, if you already went and blabbed to everyone we know about this I'm reneging on the autographs. Especially if _ _this is Flash calling to give me shit.'_

Ultimately, there was only one way to know for sure. He clicked on the voicemail and pressed the phone to his ear while letting his eyes be mesmerized by the neon and fluorescent painting made up by the Manhattan streets below him. He was greeted by a familiar voice. One he wanted to hear more than anything, but was the last one he expected. Even emanating from his phone's shitty speaker, he cold distinguish MJ's raspy voice from anyone's. 

“Hey loser. I heard about your internship aaand I just thought I’d call and... say congratulations. Ummm, Congratulations! Don't get me wrong, I still think Stark is an egotistical, hyper-capitalist shit bird but... I guess it's pretty cool that he's giving you this opportunity. I’m not stalking you... by the way. Leeds gave me your number and told me about it. You better not lose my book in that gaudy tower or I swear I’ll make you help break in there to get it. Ummm, yeah so, you know, good luck and... I hope or umm, I guess I’ll see you on Tuesday. Uhh Bye.”

_' _Wow!_ Ned, I'm really gonna give you the benefit of the doubt next time.'_ He immediately added a contact for her under 'MJ' and allowed himself the thrill of adding a black heart emoji to her name. As for the message, Peter felt shamefully flattered over such a simple gesture. But he was someone who enjoyed the simple things.

In the years since acquiring his heightened senses, many of those simple things were just sounds that soothed him, particularly his music. He’s officially added MJ’s voice to that category. His finger hovered over the call button as he thinks about that voice and the brilliant mind behind it.

She's awkward and shy, like him. Her speech is raspy, often filled with only clever insults and utterly void of any euphemisms. Even before he got to know her a little better, Peter didn’t think he’d ever met someone so adamant about speaking her truth, if not the truth, and harshly so. But to Peter, there was a softness to her that not many people got to see. There was a part of him that wished that wasn't the case. That everybody could see MJ the way he saw her. But it mostly made him feel special, corny as that was. He liked the idea that there was a part of herself she only shared with him. 

Which is what made him hesitate right there. Because if he calls her, his precedent is to talk about the 'internship' and in order to talk about that, he'd have to lie. To MJ.

So instead he stared at her name in his phone, wanting to avoid the inevitable lies that would have to follow for as long as he could. Perhaps Stark was right. Perhaps he should be bringing a few people into his circle of trust. He had enough to worry about without the need to maintain a lie around everyone he is close with.

He heard footsteps coming his way from inside the tower and switched his phone off. He turned a bit preemptively towards the door just before Stark emerged from the doorway. He looked surprised to see Peter seemingly waiting for him. He glanced back and forth between him and the doorway for a moment before pointing back into the tower. "You heard me coming, didn't you?" Peter gave him a wry smile and shrugged. 

"Your feet click and clack like a tap dancer in those fancy shoes. Not ideal for this stealthy mission we're about to execute." Stark snickered in response while he joined him on the edge of the balcony. Stark gave his attire a brief glance before looking back up at him. 

"Don't you worry kid. When we leave for Germany, I'll be wearing something much sturdier than a three piece. You call your aunt?"

"Yeah, or well, I sent her a couple texts. How much time do we have left?"

"About 15 minutes. Rhodey's loading our suits into the jet and then the five of us are taking off." Peter let his confusion cross his face and ask:

"The five of us? Is T'challa not coming? I kinda liked him." Stark scoffed and shook his head.

"No, no nothing like that kid. Vision is insisting on flying by himself. I'm guessing he prefers the solidarity at the moment. Better not be late again though..." Peter didn't miss the concern behind Stark's eyes, despite the faint chuckle he let out. He understood that concerns about The Vision might be a sensitive topic for his mentor at the moment but Peter's better judgement told him it would be better to know what he was walking into with The Vision, and his strange connection with Wanda Maximoff.

"Yeah, I noticed ummm... What exactly happened with him in there?" The billionaire feigned an expression of confusion and narrowed his eyes at Peter.

"What do you mean 'what happened', nothing happened." _'__Drama Queen.' _He folded his arms and gave Stark a stern look. 

"Really? Because... Vision is the most powerful member on our team and his only target in Germany is this Scott Lang, who is at best... an insect-themed 'Honey, I shrunk the kids' super fan." Stark smirked.

"Says the Spiderling." Peter gave a genuine scoff.

"First of all, Mr. Stark, spiders are arachnids. Second, you're dodging. The Vision is easily the strongest of us and his only target on this mission is this... Lang guy. It makes no sense Mr. Stark." His mentor dropped the act after that.

"You're right, kid."

_'Quelle fucking surprise!' _"So what's the problem with The Vision then? No bullshit." Stark gave him a scornful look. 

"You're asking like he's a faulty piece of hardware. There's nothing 'wrong' with The Vision. I think he took a big hit from Maximoff and I don't trust his motivations or his judgement at the moment." Peter nodded. Stark as right to correct how he spoke about the android. Being the first of his kind, it must be a struggle for the Avengers to understand him without any precedent for his behavior. 

"You don't think Vision wants to see Maximoff or any of the others captured?" Stark shrugged and leaned over the railing, rubbing his temple. Peter could easily detect the stress in his voice.

"What I'm trying to say, is that Vision doesn't want to see anyone hurt and that's a good thing. But he can't seem to accept that this is a situation where might not be able to avoid any hurt." Just then, Rhodes called out to them from the tower.

"Tony! Kid! The jet's loaded up. We're taking off in five." The colonel ducked back inside after receiving nods from both mentor and mentee. Stark cocked his head to the door. 

"You can leave your bag in the lab. No one else in the Tower has access, or you can bring it with us and leave it on the jet. Whichever you prefer. And kid..." Peter stopped behind Stark just before reaching the door. 

"Just remember the plan, until someone makes a move we're just there to talk." Peter took in a nervous gulp.

"And if they won't listen?" Stark gave him a steely glare.

"Then I hope you're prepared for a fight."

Peter only nodded once and followed Stark inside. He'd better bring his phone and earbuds with him on the jet to help him sleep. He was going to need it. Tomorrow... He'd be fighting Avengers.

End Chapter III

**Notes for the Chapter:**

> And they're off! I hope to have the next chapter up sometime by mid-February no that I'm working on new content again.


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